Charges Against Governors for Acts Detrimental to the Union or its Membership by EAA Candidates 2019

Lisa Barr EAA Steward (MOU 1) lisabarr2235@gmail.com

President Saturday Aisuan, Board of Governors Engineers and Architects Association 2911 W. Temple Street Los Angeles, CA 90026 outreach@eaaunion.org 9th October 2019

Re: Charges Against Governors for Acts Detrimental to the Union or its Membership

Dear President Aisuan, Pursuant to the Engineers and Architects (“EAA”) By-Laws, specifically By-Law XV Disciplinary Procedure, “Union members may be charged for acts that are detrimental to the Union or its membership.”

The actions and/or recommendations by the EAA Board of Governors

(“BOG”)—namely, President Saturday Aisuan, Vice-President Mark Santistevan, Treasurer John Dierking, Secretary Jack Kayajian, Governor Gonzalo Barriga, Governor Larry Day, and Governor Yul Johnson—violate the provisions set forth in the EAA By-Laws (“By-Laws”), EAA Constitution (“Constitution”), and EAA Policies of the Engineers and Architects Association (“Policies”).

The charges specify the action(s) and Governor(s) involved. Supporting Evidence is attached and Witness Statements will be made available to the Review Panel in due course. By-Law XV.3 states, “the Board shall select a Review Panel to review the charges,” but given that all Governors are being charged, individually and collectively, they are precluded from investigating themselves and their actions. It is thus, imperative that an independent Review Panel be selected to investigate the offenses alleged in this document.

The accused

Governors are also precluded from being involved in directing the Review Panel, voting to hold a trial, and participating in the Trial Board itself, as detailed in the subsections of By-Law XV. 1

TABLE OF CONTENTS

Charges One

re: Independent Expenditure of $15,000 Managed By Governor Kayajian

Two

re: Policy to Pay Governors $250/day for Attendance at Negotiations/Meetings

Three

re: $5,000 Donation to Private School Attended by Children of Governor Aisuan

Four

re: Unanimous Vote by Board of Governors for Birthday Gift of $100

Five

re: Political Endorsement of Governor Kayajian for Candidacy in CD 12

Six

re: Unauthorized Creation of EAA Staff Position

Seven re: EAA Overpayment of $1.7 million in Dues to IBEW Local 11

Eight

re: Failure by Board of Governors to Honor Financial Records Requests

Nine

re: Suspension of Stipend Policy for Constitution and By-Laws Committee

Ten

re: Responses by Governors to EAA Members Seeking Transparency

Violations of Constitution, By-Laws, and Policies

List of Documents Cited

Charge One On June 26, 2019, the BOG voted to endorse John Lee for Los Angeles City Council District 12 (“CD 12”). Although the BOG voted to contribute $700 directly to John Lee’s campaign, the BOG also authorized a $15,000 transfer of Union funds to an Independent Expenditure (“IE”) managed by Governor Kayajian.1 This action was taken without complying with existing procedures for political endorsement and absent input/approval from the Membership, as required, to expend this sum of Union funds for political endorsement.

On July 10, 2019 the BOG specified that the $15,000 of Union funds would be transferred to the IE, Coalition of Working Families (“CWF”) and a spreadsheet was submitted, which provides a vague and incomplete accounting of the funds.2 Again, this action was absent a good-faith effort to obtain input/approval from the Membership. Furthermore, the relationship between the BOG and Cine D. Ivery of Political Reporting Plus, who is named as the Filer and Treasurer of CWF and thereby the recipient of the $15,000 of EAA funds, was not disclosed.3 Additionally, EAA robocalls4 and mailers were used to promote the reputation of Governor Kayajian.5 This action demonstrates a misuse of Union funds and resources by Governor Kayajian to promote his personal political agenda at the expense of EAA’s reputation and standing in the community of Labor Unions and public-sector workers. At a Stewards’ Meeting on October 8, 2019, ED Davies minimized remarks he had been informed that Governor Kayajian was seeking employment in John Lee’s CD 12 Office by stating that jobs at Council District Offices “do not pay well.” Neither ED Davies nor Governor Kayajian denied that Governor Kayajian’s pursuit of employment with John Lee.

Requested Remedies: 1. An immediate and complete accounting of the $15,000 and any remaining funds returned. 2. Immediate suspension of political endorsement by EAA and the installation of a Political Action Committee (“PAC”), with objective selection of Members.

BOG Meeting Minutes, Motion #8 Motion #9, Motion #10, June 26, 2019. BOG Meeting Minutes, Motion #7, and corresponding spreadsheet, IE CD 12, July 10, 2019. 3 Ethics Commission Form 57 (2) Independent Expenditure Communications Notification, August 2019. 4 Ethics Commission Independent Expenditure Communications, Coalition of Working Families. 5 Mailers (2), featuring name and likeness of Governor Jack Kayajian. 2

Charge Two On June 5, 2019, at a special meeting not scheduled on the EAA Calendar,6 the BOG â&#x20AC;&#x153;adopted a policy to pay Governors $250.00 per day for use of vacation time and/or regular day off (RDO) to be present on their day off work for participation in negotiations or meetings that require Governors be present.â&#x20AC;?7 This action appears to be an act of self-dealing resulting from a meeting of which there is no record, neither in the EAA Calendar nor in the Meeting Minutes.

Again, this action was absent any effort to obtain input/approval from the

Membership, and was not presented as a motion at any of the Board Meetings. Furthermore, the policy includes no process to disclose or justify EAA funds paid to the Governors under this self-serving policy. This policy is additional to the stipend provision8 already in effect, which also does not limit the number of stipends the Executive Committee (Governors Aisuan, Santistevan, Dierking, and Kayajian) can claim per month. The Executive Committee, and possibly the entire BOG, appears to be holding meetings outside of regularly scheduled Board and Committee Meetings, with no disclosure of the money paid. In fact, the BOG adopted the additional policy after being notified on March 13, 2019, that an Agenda and Minutes are required for off-site meetings for which the Executive Committee receives stipends because they had failed to meet this requirement for meetings prior to March 13, 2019.9

Requested Remedies: 1. An immediate and complete accounting of any and all payments, including stipends, made to the Governors for all meetings. 2. Minutes for all meetings attended by any and all of the Governors outside of Board Meetings. 3. Immediate retraction of the afore-mentioned policy, which pays Governors $250 per day for their presence in negotiations and/or meetings.

EAA Calendar, Events for June 2019, June 2019. Executive Directors Report to Board of Governors, Policy Issue, September 2019 8 Policies, Stipends and Dinners, Limit (Page 16), May 8, 2014. 9 Executive Directors Report to Board of Governors, Reimbursements and Expenses, March 13, 2019. 7

Charge Three On March 13, 2019, the Community Outreach Committee (Chairperson, Governor Aisuan) presented a donation request for $5,000 to Frederick K.C. Price III Christian School,10 a private, religious school attended by the two children of Governor Aisuan, located in Council District 8 (CD 8). Governor Aisuan failed to disclose the extent of his personal involvement with the schoolâ&#x20AC;&#x201D;an obvious conflict of interest. On March 27, 2019, the BOG unanimously voted to approve the donation of $5,000, then immediately moved to amend the amount to $4,300, also passing with a unanimous vote,11 to allow for $700 to be held in the Officeholder Account for Councilmember Marqueece Harris-Dawson of CD 8â&#x20AC;&#x201D;a subsequent motion on March 27, 2019, which was unanimously approved then immediately reconsidered with no explanation.12

It was not until May 8, 2019, that Governor Aisuan fully disclosed that both his children attended Frederick K.C. Price III Christian School and that the donation request did not come from CD 8 (Councilmember Marqueece Harris-Dawson), but from the school itself when Governor Aisuan attended a meeting between school officials and parents.13 It was also on May 8, 2019, after this disclosure, that Governor Dierking, seconded by Governor Santistevan, moved to amend the motion from March 27, 2019, that required $700 to be donated to the Officeholder Account for CD 8 be increased to $800 and directly donated to Frederick K.C. Price III Christian School,14 in addition to the prior approved $4,300 donation.15

The motion on March 27, 2019 to reconsider the donation to CD 8, and the amendment on May 8, 2019, were both superseded by a $700 contribution had was made to CD 8 on February 28, 2019,16 with no communication to the Membership.

Requested Remedies: 1. An immediate and complete accounting of any and all monies donated to Frederick K.C. Price III Christian School.

BOG Meeting Minutes, 9 (g) Community Outreach Committee, March 13, 2019. BOG Meeting Minutes, Motion #2, Motion #3, March 27, 2019. 12 BOG Meeting Minutes, Motion #5, Motion #6, March 27, 2019. 13 BOG Meeting Minutes, 7 (g) Community Outreach Committee, May 8, 2019. 14 BOG Meeting Minutes, Motion #3, May 8, 2019. 15 BOG Meeting Minutes, Motion #3, March 27, 2019. 16 Ethics Commission, Campaign Contributions by EAA (ID: 744844), February 28, 2019. 11

Charge Four On June 26, 2019, Governor Aisuan made a recommendation for “Governor Birthday Recognition.”

The motion was made and passed with all Governors voting to award

themselves $100 on their birthdays.17

On September 30, 2019, Governor Kayajian was personally addressed on this matter. His response was to reiterate the position by the BOG on July 10, 2019, that Board Meetings can run until midnight, keeping Governors away from their families on their birthdays and the $100 was to recognize this sacrifice.18 Governor Kayajian stated that none of the Governors have received the birthday gift and that the vote has since been rescinded. When asked to provide verification that the vote had in fact been rescinded, Governor Kayajian was unable to do so. At a Stewards’ Meeting on October 8, 2019, several Governors reiterated that the vote had been rescinded but when asked when this action was taken, no clarification or documented verification was provided. If in fact the vote has been rescinded, this does not excuse the selfserving intent of the initial recommendation and approval.

Requested Remedies: 1. An immediate and complete accounting of any and all payments, including stipends, made to all Governors for all meetings. 2. Confirmation, in writing, that the vote to award Governors $100 on their birthdays has in fact been rescinded, as stated by Governor Jack Kayajian.

17 18

BOG Meeting Minutes, Motion #7 (page 5), June 26, 2019. BOG Meeting Minutes, 5 (c) (3) Request for recognition of Birthdays, July 10, 2019.

Charge Five On February 6, 2019, Governor Kayajian sought official endorsement from EAA as a Candidate for Los Angeles City Council, CD 12. Although noted as a Speaker alongside other candidates seeking endorsement,19 the Executive Committee reported that Governor Kayajian made his request to the Executive Committee, which consists of only four BOG members (President Aisuan, Vice-President Santistevan, Treasurer Dierking, and Secretary Kayajian) and was advised that he would be required to appear before the full BOG and request endorsement in the same manner as other candidates.20

On March 25, 2019, the EAA officially endorsed Governor Kayajian by contributing $700 to his campaign.21 However, the BOG failed to inform the Membership, at a BOG Meeting or otherwise, of this action. This demonstrates a continued absence of good-faith efforts to be forthright and transparent with the Membership.

Requested Remedies: 1. Immediate suspension of political endorsement by EAA and the installation of a PAC, with objective selection of Members.

BOG Meeting Minutes, 8 (a) (iii) Jack Kayajian â&#x20AC;&#x201C; Candidate for LA City Council CD 12, February 6, 2019. BOG Meeting Minutes, 9 (a) (vii) BOG, February 6, 2019. 21 Ethics Commission, Campaign Contributions by EAA (ID: 744844), March 25, 2019. 19 20

Charge Six A number of Governors, unilaterally and without the authority to do so, created and actively recruited for a new Staff positionâ&#x20AC;&#x201D;Assistant Executive Director.22 The BOG can only create Staff positions by presenting a motion, requiring a full vote by the BOG. No such motion is documented in the BOG Meeting Minutes. This action was surreptitious, with the Membership and EAA Staff excluded entirely from the process.

The function and responsibilities described in the posting serves to restructure the organization by rendering Governor Aisuan the de facto Executive Director, as this new position reports directly to the Executive Committee and the BOG,23 not the Executive Director, from whom EAA Staff are to take direction, which contradicts the House Cleaning Rules dictated by Governor Aisuan on February 20, 2019.24 This action undermines the basic tenets of the organization and the democratic process as a whole and raises questions regarding the ethical standards of Governors in neglecting the negative impact this action could have on the reputation of EAA and its Members.

The deliberate effort to deny qualified members of EAA Staff the opportunity to apply for the position is evident in not informing EAA Staff of the posting and use of an unauthorized email account (eaalaborunion@gmail.com) to receive applications for the position.

This further

demonstrates the blatant disregard for open and impartial communication with both the Membership and EAA Staff. At a Stewardsâ&#x20AC;&#x2122; Meeting on September 19, 2019, ED Davies confirmed that the BOG did not have the authority to create a Staff position without making a motion to do so at a BOG Meeting. ED Davies gave no assurances that the BOG would not present a motion to create this position at an upcoming BOG Meeting.

Requested Remedies: 1. Identification of the individual(s) responsible for creating and publishing the posting.

AFL-CIO, Assistant Executive Director Position Advertisement, March 19, 2019. AFL-CIO, Assistant Executive Director Position Advertisement, Job Description, March 19, 2019. 24 BOG Meeting Minutes, 16 (a) (10) House Cleaning Rules, February 20, 2019. 23

Charge Seven In September 2019, it came to light that EAA is owed $1.7 million from International Brotherhood of Electrical Workers (“IBEW”) Local 11 for overpayment in dues25 required as part of the Affiliation Agreement (“Agreement”) between EAA and IBEW Local 11, signed April 3, 2013.26 An independent audit was initiated and reported as being underway in May 2019.27 On June 26, 2019 the BOG received the “Dues Paid to IBEW Local 11 Analysis” report submitted by Maryellen Sebold of RSM US LLP.28

To date, the BOG has not

communicated to the Membership the efforts, if any, that are being made to recover these funds.

It was also on June 26, 2019 that the Community Outreach Committee (Chairperson, Governor Aisuan) reported that IBEW Local 11 requested $10,000 in sponsorship for their Annual Union Picnic.29 This request was noted again in the Agenda30 for the Board Meeting scheduled for September 10, 2019. The Annual Union Picnic was on September 28, 2019,31 but to date there has been no communication to the EAA Membership regarding a decision on the $10,000 sponsorship request. Monetary requests from IBEW Local 11 are improper given the unresolved overpayment of dues.

Requested Remedies: 1. Availability of the “Dues Paid to IBEW Local 11 Analysis” report to EAA Members. 2. Immediate and detailed communication to the Membership regarding the money owed to EAA by IBEW Local 11, including the process and timeline for the return of these funds. 3. Publication of the BOG Meeting Minutes for September 10, 2019. 4. Immediate suspension of all payments to IBEW Local 11, including dues owed per the Agreement, until the overpayment is remedied.

Executive Directors Report to Board of Governors, Local 11 Audits, September 2019 Agreement Between EAA and IBEW Local 11 (absent Attachment B), April 3, 2013. 27 Executive Directors Report to Board of Governors, Local 11 Audits, May 8, 2019 28 BOG Meeting Minutes, Motion #5, June 26, 2019. 29 BOG Meeting Minutes, 6 (g) Community Outreach Committee, June 26, 2019. 30 BOG Meeting Agenda, 14 (b) New Business, September 10, 2019. 31 Advertisement, IBEW Local 11 Annual Union Picnic, September 28, 2019. 26

Charge Eight On September 24, 2019 a formal request for documents detailing the financial activities of EAA was submitted to Governor Aisuan and ED Davies.32

ED Davies attempted to impose

arbitrary requirements and despite the detailed list of records, offered the inspection and copies of only three of the requested documents.33

ED Davies was advised that the

documents offered were insufficient and that his personal preferences and interpretations only served to impede transparency with EAA Members.34 EAA Members and Stewards, Rosemary Cubero and Donald Jojola, met ED Davies at EAA Headquarters on October 2, 2019. Copies of the following documents were received: 1. Budget Proposals for 2016-2017, 2018-2019, 2019-2020 showing only gross figures; 2. IRS Form 990 for 2015, 2016, and 2017; 3. Independent Auditorâ&#x20AC;&#x2122;s Report re: EAA Financial Statements for 2017 and 2018; and 4. Affiliation Agreement between EAA and IBEW Local 11.35 Attachment B (Per-Capita Dues Structure) referenced in the Agreement, which details the money EAA pays to IBEW Local 11, was not made available. ED Davies also ensured the Agreement would be available on the EAA website36 (https://eaaunion.org/memberresources/affiliation-agreement-with-ibew-local-11) but, again, Attachment B is omitted. Requested Remedies: 1. Full disclosure of any and all financial records accessible by Members per the financial disclosure obligations of a tax-exempt organization and a Labor Union, as is EAA. 2. Attachment B (Per-Capita Dues Structure) of the Agreement made available on the EAA website.

Letter re: Financial Records Request, September 24, 2019. Email re: Financial Records Request from ED Davies, September 24, 2019. 34 Email re: Financial Records Request to ED Davies, September 30, 2019. 35 Agreement Between EAA and IBEW Local 11 (absent Attachment B), April 3, 2013. 36 Email re: Financial Records Request from ED Davies, October 1, 2019. 33

Charge Nine On June 12, 2019, the BOG voted to change the Stipend Policy,37 which had limited Committee members to one stipend per month. The Constitution and By-Laws Committee (Chairperson, Governor Kayajian) elected to meet eight times in the month of July and Governor Dierking, who is also on the Committee, moved to have stipends paid for all of these meetings in July 2019—all Governors supported the motion.38 On June 26, 2019, the dates scheduled for these eight meetings were disclosed.39

On September 30, 2019, Governor Kayajian was personally addressed on this matter and asked why the Members have not seen any record of these eight meetings in July 2019. Governor Jack Kayajian merely stated, “It takes time,” but offered no information regarding the subject or objective of these meetings.

Added to the concerns highlighted in Charge Two, this action also appears to be self-serving on the part of the BOG and further raises serious concerns regarding the expenditure of EAA funds and whether the elected Governors are abusing their positions and the trust of the Membership for personal financial gain.

Requested Remedies: 1. An immediate and complete accounting all stipends paid to Governors for all meetings. 2. An immediate and complete accounting all stipends paid to Council Members, Committee Members, and Stewards. 3. Review of the Policies regarding stipends.

Policies, Stipends and Dinners, Limit (Page 16), May 8, 2014. BOG Meeting Minutes, Motion #3, June 12, 2019. 39 BOG Meeting Minutes, 6 (d) Constitution and By-Laws Committee, June 26, 2019. 38

Charge Ten The actions by the BOG, particularly their responses to legitimate requests by Members and Stewards for transparency and accountability, are creating a hostile environment within EAA. On August 14, 2019, EAA Steward, Donald Jojola presented40 charges (“Charges”)41 to the BOG. At a Stewards’ Meeting on September 19, 2019, ED Davies BOG due to procedural issues, specifically that the document was not signed and dated, and supporting evidence and/or witness statements were not attached, per the By-Laws.42 He refused to address the substance of the allegations and offered no explanation or justification to the Membership for their legitimate concerns then or since. On September 12, 2019, EAA Steward, Ivan Rodriguez filed a complaint titled “Official Complaint – Board of Governors Making False Statements to Membership. Full Board Special Meeting Request to Address Various Concerns” (“Complaint”)43 with ED Davies. ED Davies’ response to the complaint,44 acknowledged that there “seems to be quite a bit a toxic air in the EAA house,” but did not answer the questions or requests. The Complaint resulted from interactions at the Celebration of the 125th Anniversary of EAA on the previous evening. A number of Stewards wanted to know why Executive Director Bill Violante had been dismissed the previous evening with no communication to the Membership. Governor Aisuan and Governor Barriga denied requests for information and told the Stewards that they should focus on the celebration.

Ivan Rodriguez, supported by fellow

Stewards, insisted on answers and security guards were ushered into the room in an attempt at intimidation. The presence of security guards at the building was unprecedented. After continued protest from the Stewards, Governor Aisuan agreed to meet with concerned Stewards in the boardroom, where he asserted that Bill Violante’s departure was due to an impasse in negotiations for a contract that had been on a month-to-month basis since December 2018.

The Stewards firmly stated that the BOG owed the Membership

transparency and communication in all matters affecting the Membership. Governor Aisuan several times would not allow Stewards to finish speaking, and would not say why security was

BOG Meeting Agenda, 8 (d) Donald Jojola, August 14, 2019. Charges, submitted August 14, 2019. 42 By-Laws, By-Law XV Disciplinary Procedure. 43 Ivan Rodriguez, Complaint, September 11, 2019. 44 ED Davies, Initial Response to “Official Complaint” dated 09/11/2019, September 13, 2019. 41

summoned.

Governor Kayajian and Governor Dierking joined the meeting.

Governor

Dierking stated that Bill Violante chose to retire because he was “74 years old.”

This

statement flatly contradicted the reason just given for Bill Violante’s departure—further evidence of dishonesty. Governor Aisuan and Governor Dierking proceeded to berate and dismiss the Stewards’ questions and suggested the Stewards were not capable of thinking for themselves. Again, the security guards entered the room, in another attempt to intimidate. One of the security guards later confirmed they had received a text message summoning them into the boardroom. At a Stewards’ Meeting on October 8, 2019, the Governors present were asked to explain the events on September 11, 2019—they were silent. Business Manager, Joel Barton of IBEW Local 11, addressed the room and asserted that IBEW Local 11 would not interfere with the structure and governance of EAA regarding the charges and concerns previously submitted. Under the Agreement, IBEW Local 11 also has a fiduciary duty to the EAA Membership and failure to uphold that duty should be reviewed to determine if affiliation with IBEW Local 11 is in the best interest of the EAA Membership.

Requested Remedies: 1. Acceptance by the Board of this Letter re: Charges Against Governors for Acts Detrimental to the Union or its Membership and attached documents, thereby invoking By-Law XV. Disciplinary Procedure. 2. Publication of the BOG Meeting Minutes for August 14, 2019. 3. Publication of the BOG Meeting Minutes for September 10, 2019. 4. Formal response from the BOG, addressing all issues and concerns presented from Members and Stewards. 5. Proposals from the BOG demonstrating their efforts to honor their fiduciary duty, financial disclosure obligations, communication and transparency in all actions affecting the Membership and the expenditure of EAA funds. 6. Review of Affiliation Agreement with alternative prospects explored to ensure that any affiliation is demonstrably beneficial to EAA. 7. Recusal of ED Davies from investigating these charges.

Summary of Violations The totality of the alleged offenses demonstrates gross violations of the EAA’s governing documents—the Constitution, By-Laws and Policies.

The following excerpts from these

documents highlight the violations resulting from the actions/recommendations by the Governors, with reference to the alleged offenses:

Constitution Provisions:

Violating Charge(s):

“It shall be the responsibility of the Board to maintain the integrity All Charges and strength of the Union and to encourage maximum membership in each Unit.”45 “Special meeting notices will state the business to be transacted. Charge Two No other business will be considered. Special meetings of the re: Policy to Pay Governors Union:

$250/day for Attendance at

a. May be called by the Board on a minimum of ten (10) days Negotiations/ Meetings written notice to the membership. d. May be called by the President only in case of emergency and when time is too limited to obtain the consent of the Board.”46

By-Laws Provisions:

Violating Charge(s):

“Each Governor has a fiduciary responsibility to support the All Charges goals and objectives of the Union as defined by the Constitution, By-Laws, official Board policy, the IUPA Constitution, and all decisions of the Board.”47 “The duties of the Secretary, the Treasurer, or the combined

Charge Two

office of Secretary/Treasurer shall be:

re: Policy to Pay Governors

a. Secretary – the Secretary shall be responsible for recording all the minutes of regular and special Board

$250/day for Attendance at Negotiations/ Meetings

meetings.”48 45

Constitution, Article VI (3). Constitution, Article VII (3). 47 By-Laws, By-Law I (1). 48 By-Laws, By-Law I (3) (a). 46

“Governors shall be prepared to attend to the proper conduct of

All Charges

the Union’s business by exercising their fiduciary and policysetting responsibilities and attending all regularly scheduled meetings.”49 “An amount from membership dues, as determined by the Board, Charge One may be used for legislative and political advocating for the

re:

Independent

purpose of advancing the goals of the Union.”50

Expenditure

Managed

$15,000 Governor

Kayajian Charge Five re: Political Endorsement of Governor

Kayajian

for

Candidacy in CD 12 “An initiative measure may be proposed by the Board or by Charge One petition submitted to the Board and signed by fifteen percent Re:

Independent

(15%) of the voluntary dues paying members of the Union. The Expenditure

adoption of said initiative shall require an affirmative vote of the Managed

$15,000 Governor

majority of the votes cast. The voting shall be by mail ballot and Kayajian shall be conducted by the Election Committee. Voting shall be at the next regularly scheduled election, or a special election authorized by a three-fourths (3/4) affirmative vote of all Board members.”51

Policies Provisions:

Violating Charge(s):

“A master calendar showing all EAA functions shall be posted on Charge Two the EAA website each month.”52

re: Policy to Pay Governors $250/day for Attendance at Negotiations/ Meetings

By-Laws, By-Law I (7). By-Laws, By-Law II (3). 51 By-Laws, By-Law XI (1). 52 Policies, Calendar, Master (page 3), May 8, 2014 50

“The purpose of this Conflicts of Interest Policy is to protect Charge Three EAA’s interest when the Board of Governors is contemplating an Re: $5,000 Donation to action, or entering into a transaction that might benefit the private Private School Attended by interest of a Governor. The following Policy of the duality of Two Children of Governor interest is hereby adopted:

Aisuan

1. Any duality of interest of possible conflict of interest on the part of any Governor should be disclosed to the other Governors and made a matter of record, either through annual procedure or when the interest becomes a matter of Board action. 2. Any Governor having duality of interest or possible conflict of interest on any matter should not vote or use his / her personal influence on the matter, and he / she should not be counted in determining the quorum for the meeting, even where permitted by law. The minutes of the Board meeting should reflect (a) the abstention from voting; (b) the abstention from voting; and (c) the quorum situation.”53 “In accepting the responsibility of being a member of the Board,

All Charges

each Governor should: 1. Bring credit, honor, and dignity to the Association. 2. Exercise common sense and good judgment. 3. Respect the philosophy and goals of the Association and its members. 4. Give freely of time and effort in promoting the professional integrity and credibility of the Association. 5. Foster an attitude of cooperation and solidarity with fellow Board members and the general membership. 6. Uphold the principles of impartial communication and dissemination of information to the membership. 7. Maintain Board confidentiality as it relates to privileged

Policies, Conflicts of Interest Policy (page 4), May 8, 2014

information that is conveyed in trust to Board members.”54 “All committees except for the Executive Committee are limited Charge Nine to one stipend and food purchase per month.”55

Re: Suspension of Stipend Policy for Constitution and By-Laws Committee

“A standard stipend of $35.00 is authorized for standing Charge Two committee meetings (Executive, Finance, Membership, Election, re: Policy to Pay Governors and Scholarship Committees). After normal work hours, Unit $250/day for Attendance at Negotiators (members) will also receive the stipend; all other Negotiations/ Meetings Unit Negotiating meetings and Board appointed committees conducting meetings may receive the stipend if pre-approved by the Board.”56 “Members of the negotiating team (excepting Staff) shall be

Charge Two

compensated at the rate of $15.00 per hour for any meeting

re: Policy to Pay Governors

outside of their regular working hours, up to a maximum of

$250/day for Attendance at

$75.00 per person per meeting. (Conflicting Board motion to

Negotiations/ Meetings

pay $35.00 to team members who attend on scheduled day off)”57 “Misrepresentation of EAA, or posting of any material that would Charge Six reflect negatively upon the EAA.”

re: Unauthorized Creation of EAA Staff Position

Policies, Governors and Unit Council Member Conduct, Master (page 9), May 8, 2014 Policies, Stipends and Dinners, Limit (page 16), May 8, 2014 56 Policies, StipendforCommitteeMeetings, Standard (page 16), May 8, 2014 57 Policies, Appendix C (B) (7) (c) Negotiation Expenses (page 27), May 8, 2014 55

List of Cited Documents (Attached) 1.

Board of Governors Meeting Minutes, June 26, 2019

Board of Governors Meeting Minutes, July 10, 2019

Los Angeles City Ethics Commission: Form 57 (2) Independent Expenditure Communications Notification, August 2019

Los Angeles City Ethics Commission: Independent Expenditure Communications for Coalition of Working Families

Mailers (2), featuring name and likeness of Governor Jack Kayajian

EAA Calendar, June 2019

Executive Directors Report to Board of Governors, September 2019

Policies of the Engineers and Architects Association, May 8, 2014

Executive Directors Report to Board of Governors, March 13, 2019

10. Board of Governors Meeting Minutes, March 13, 2019 11. Board of Governors Meeting Minutes, March 27, 2019 12. Board of Governors Meeting Minutes, May 8, 2019 13. Los Angeles City Ethics Commission: Campaign Contributions by EAA, 2019 14. Board of Governors Meeting Minutes, February 6, 2019 15. AFL-CIO Advertisement: Assistant Executive Director Position, March 19, 2019 16. Board of Governors Meeting Minutes, February 20, 2019 17. Affiliation Agreement Between EAA and IBEW Local 11 (absent Attachment B), April 3, 2013 18. Executive Directors Report to Board of Governors, May 8, 2019 19. Board of Governors Meeting Agenda, September 10, 2019 20. IBEW Local 11 Advertisement: Annual Union Picnic, September 28, 2019 21. Letter re: Financial Records Request, September 24, 2019 22. Email re: Financial Records Request from ED Davies, September 24, 2019 23. Email re: Financial Records Request to ED Davies, September 30, 2019 24. Email re: Financial Records Request from ED Davies, October 1, 2019 25. Board of Governors Meeting Minutes, June 12, 2019 26. Board of Governors Meeting Agenda, August 14, 2019 27. Charges submitted by Donald Jojola on August 14, 2019 28. EAA By-Laws 29. Official Complaint from Ivan Rodriguez, September 11, 2019 20

30. Response to Official Complaint from ED Davies, September 13, 2019 31. EAA Constitution

Paid for by Coalition of Working Families PAC ID #1419676 111 N. La Brea Ave., Suite 408, Inglewood, CA 90301. Major funding provided by Engineers and Architects Association PAC in the amount of $15,000. Not authorized by or coordinated with a City candidate or a committee controlled by a candidate. Additional information is available at ethics.lacity.org

DEMOCRATS AND REPUBLICANS

AGREE

John Lee has earned the support of former democratic candidate Jack Kayajian and the over 5,000 members of the Engineers and Archeticts Association. (John Lee with the EAA Governing Board)

John Lee is prepared to hit the ground running on day one.

HOMELESSNESS

CRIME

OUR YOUTH

JOHN LEE has a legacy of service to Council District 12. John is endorsed by previous councilmembers Mitch Englander, Greig Smith, and Hal Bernson. JOHN LEE knows how find solutions! John Is endorsed by the Los Angeles Police Protective League, United Firefighters of Los Angeles City, and the Engineers and Architects Association.

JOHN LEE is ready to bring real solutions and build consensus at City Hall to tackle the issues facing Los Angeles. JOHN LEE PUTS OUR KIDS FIRST JOHN LEE Secured over $2 million in Federal funds to build the Greig Smith LAPD Devonshire Youth Center in Northridge, home of the Police Activity League Supporters (PALS).

JOHN LEE WILL MAKE US SAFER Making our communities safer is JOHN LEE’s number one priority. He’ll put more cops on the street and make law enforcement more responsive to local needs. The Los Angeles Protective League, the United Firefighters of Los Angeles, and the Engineers and Architects Association, representing over 5,000 city workers, endorse JOHN LEE.

JOHN LEE IS WORKING TO SOLVE THE HOMELESSNESS CRISIS JOHN LEE brought together community stakeholders to build the San Fernando Valley Rescue Mission’s Home Again transitional housing project. This facility has been hailed as a model for how to effectively address the homelessness crisis – having saved hundreds of families from life on the streets by helping them get back on their feet with good jobs and stable housing.

JOHN LEE IS COMMITTED TO:

Ջոն Լին նվիրված է

Expanding the size of our police and fire departments to improve 911 emergency response times.

Ընդլայնելուն ոստիկանության և հրշեջային ուժերը, 911 արտակարգ իրավիճակների արձագանքը բարելավելու համար։

Eliminate the gross receipts tax to attract new businesses and create new jobs. Oppose ALL DWP rate increases or new fees on taxpayers. Eliminate the gross receipts tax to attract new businesses and create new jobs. Require annual audits of City programs to expose and prevent waste and abuse.

Վերացնել ստացման համախառն հարկը, նոր բիզնեսներ ներգրավելու և աշխատատեղեր ստեղծելու համար։ Դեմ լինելուն ջրի և էներգիայի գնի բարձրացմանը ինչպես նաև հավելյալ վճարների առկայությանը։ Պահանջին ըստ որի քաղաքային ծրագրերը պետք է ենթարկվեն հաշվեքննության, վատնումը և չարաշահումը բացահայտելու համար։

JOHN LEE has over twenty years representing Los Angeles residents in City Hall.

Ջոն Լին ավելի քանի 20 տարի ներկայացրել է Լոս Անջելեսի բնակիչներին։

Former council member Mitch Englander endorses JOHN LEE

Նախկին խորհրդի անդամ Միտչ Ինգլենդերը աջակցում է ՋՈՆ ԼԻԻՆ։

Ընտրությունը կկայանա երեքշաբթի, օգոստոսի 13, 2019

Եթե դուք ունեք փոստով քվեարկելու քվեաթերթիկ, խնդրում ենք անհապաղ վերադարձնել այն։

Major funding provided by Engineers and Architects Association PAC in the amount of $15,000. Not authorized by or coordinated with a City candidate or a committee controlled by a candidate. Additional information is available at ethics.lacity.org

Սիրելի հարևաններ,

սվա հատուկ կատարեցիք անցյալ ամ ն ու թյ ու կիսվել րկ եա քվ որ եմ զ եմ գրում և ուզում եմ Շնորհակալ ձե ես , ու ած կն թե ին պես նախկ ին։ ընտրություններում։ Որ մ աջակցելու եմ Ջոն Լի ու եր նն ու թյ ու տր ըն ա որ առաջիկ ր։ Լոս քաղաքի խորհրդի համա լես ջե Ան ս Լո է նն ու թյ իսի ու ելով, տեսել եմ թե ինչպ Ջոն Լին լավագույն ընտր ելն ից րձ փո իմ ւմ նո ու աբանությ լ մեր Անջելես քաղաքի փաստ սզի կարողանա աջակցե պե որ ն Լի ն Ջո ւմ տո խա եռանդով և ջանքով է աշ յնքի բնակիչներին։ մա հա տասներկուերորդ իսկ ել աշխատանքի առաջին ցն ան է տ աս տր պա նա ւմ Ջոնին, լիք Ես շատ լավ եմ ճանաչո րժեք աջակցությունը գա լիա իմ նի ու նա ով առ օրվանից։ Այդ իսկ պատճ ընտրություններին։ ոստոսի ն մինչև երեքշաբթի, օգ տի օգ ի Լի ն Ջո ը իկ րթ ր քվեաթե Խնդրում եմ լրացնել ձե 13, 2019։ Dear Neighbors,

ndidate, again, and as a former ca te vo to e tim It’s . on cti ele ne’s special Thank you for voting in Ju gust 13th. John Lee on or before Au I’m urging you to vote for Angeles City cil. In my role with the Los un Co y Cit les ge An s Lo t 12. e for residents of Council Distric John Lee is the best choic the to r live de to sly les tire Lee work Attorney, I have seen John in this why he has my full support t’s tha d an e on y da on gin pared to be I know John Lee; he is pre election. gust 13, 2019. e on or before Tuesday, Au Le hn Jo for t llo ba ur yo st Please ca

Ընտրությունը կկայանա 13, 2019 երեքշաբթի, օգոստոսի

Thank you, JACK KAYAJIAN te Democrat/ Former Candida sociation, Engineers and Architects As Governing Board Member

day, August 13, 2019

Tues Please vote on or before

ENGINEERS & ARCHITECTS ASSOCIATION EXECUTIVE DIRECTORS REPORT TO BOARD OF GOVERNORS BILL VIOLANTE, EXECUTIVE DIRECTOR SEPTEMBER 2019

NEGOTIATIONS Ø Red lining of MOU 1, 19, 20 and 21 have been completed and signed off by CA Ø ED has signed off on all four (4) MOUs Ø All MOUs were approved by Personnel and Animal welfare Committee (PAW) of the LA City Council on Wednesday, August 21st and forwarded to the full City Council Ø All MOUs were approved by the full City Council on Friday, August 23rd Ø All salary adjustments will be retroactive to July 7, 2019 o 2.9% retro increase should be effective on September 15th and you should see the increase on your October 9th pay check. o Retroactive pay is estimated to be received on a separate check no later than some time in November 2019 Ø A thank you goes out to the PAW and LA City Council for acing swiftly to approve the MOUs for implementation and a special thank you to the Mayor and EERC members for recognizing the sacrifice EAA members have made for the past several years A Special Note: Thank you again to EAA Unit Council Governors and Unit Council members for all of their hard work and dedication putting together the justifications needed for all the specials negotiated, thank you to the entire negotiations team (All Governors and BOG President)) for all of their input and efforts throughout the negotiations process, to Sr Labor Rep Marleen Fonseca for her untiring efforts throughout the negotiations process on and off the negotiations table and for putting the proposals together. A special thank you to EAA BOG President for his leadership, suggestions and for keeping everyone on task INDEPENDENT EXPENDITURE – JOHN LEE FOR CITY COUNCIL CD 12 Ø BOG approved an independent expenditure of $15,000.00 for EAA endorsed CD 12 candidate John Lee Ø Governor Kayajian with BOG approval formed the Coalition of Working Families

o o o o o

EAA PAC was not used directly for the independent expenditure EAA PAC money was used as the major funding for the above described PAC EAA funding described above was used by the above referenced PAC for two (2) mailers and three (3) robo call messages In addition to the two mailers there was a reprint of 5000 of the mailers in Armenian. There was no postage attached to these mailers BOG and ED were provided copies of the mailers after they had been mailed

CD 12 ELECTION RESULTS Ø EAA endorsed candidate John Lee was elected o John Lee – 52.07% - 16,724 votes o Loraine Lundquist – 47.93% - 15,395 votes Ø Councilmember Lee was sworn in on August 30th and assigned as a member of the very important Personnel & Animal Welfare Committee (PAW) POLICTICAL ACTION: Ø ED received a number of complaints from EAA members concerning the endorsement of John Lee for LA City Council and the process used by the BOG for endorsements o Responded to all and explained the current practice and policy for endorsements that has been in affect for several years Ø ED recommended that the BOG consider his previous recommendation to create a Political Action Committee (PAC) Ø EAA BOG President solicited volunteers for a new Ad Hoc Political Action Committee (Ad Hoc PAC) Ø EAA BOG President sent an email blast and post on EAA soliciting volunteers to be considered for the Ad Hoc PAC was been sent Ø EAA BOG President is in the processes of forming the Ad Hoc PAC from the volunteers (See EAA BOG President Message on website homepage) Ø AD Hoc PAC should be implemented in October POLICY MANUAL Ø Staff has reviewed conversion of EAA policy manual from pdf to word. o ED is verifying the errors found in the conversions for correct content o ED is verifying input for policy manual from Constitution and Bylaws Committee for proper inclusion in policy manual update for presentation to the BOG Ø Policy Manual is being amended to include new policies adopted by the BOG POLICY ISSUE Ø At a special meeting of the BOG on June 5, 2019, the BOG adopted a policy to pay Governors $250.00 per day for use of vacation time and/or regular day off (RDO) to be present on their day off work for participation in negotiations or meetings that require Governors be present

Due to interpretation questions raised, ED recommended that the BOG clarify the motion specifically as it applies to definition of meetings, weekdays vs. weekends, travel days (time & distance) and the like Note: It was noted that IBEW Local 11 reimburses at the rate of $600.00 per day used there The BOG clarified the motion and did not increase the amount

o MEMBERSHIP DUES-PAYING MEMBERS OFFERINGS Ø ED has had staff gather information on additional benefits to offer EAA dues-paying members, including pet insurance, movie tickets, amusement park discounts, and the like Ø The package of information and options will be presented to the Membership Committee at their next meeting for recommendation to the BOG LOCAL 11 AUDITS Ø The Executive Committee is meeting with Joel Barton, IBEW Local 11 Business Manger regarding the independent audit conducted by RMS Audit of the overpayment of dues by EAA due to non-acceptance of EAA members due to lack of SSN number Ø According to EAAs independent auditor EAA is owed $1.7 million from Local 11 for overpayment of dues MEMBERSHIP SIGN-UPS Ø Even with retirements, promotions and transfers dues paying members are holding strong at 63% o Current total dues-payers = 3489 plus new signups Ø EAA Labor Reps have attended nine (9) NEOs in the past 30-days with a success rate of 92% o Labor Reps presented before sixty-six (66) new members o Labor Reps signed-up twenty-nine (29) new members o Thirty-one (31) of the attendees were already signed-up as EAA members due to prior efforts by Labor Reps, Stewards, Governors and ED o One (1) additional sign-up transfer from MOU 3 o Six (6) of the 66 would not sign-up BUILDING Ø Contractor, Jose Barriga, responded with the following quote for tiling downstairs bathrooms around sink and floors, kitchen floor and downstairs hallway and to extend the stage in large conference room. Ø The BOG decided to hold off on tiling and to proceed forward only with extension of the stage in the large conference room Ø Carpeting of large conference room and stage is on hold until the stage has been completed Ø Jan Pro Janitorial Service has been hired to clean EAA building o They are bonded licensed and insured

They will be cleaning after hours on Tuesdays, Thursdays and Saturdays

LABOR REP, STEWARD, STAFF & GOVERNOR TRAINING Ø ED has contacted Maurice Moulton – motivational speaker referred by BOG President o ED is working with Mr. Moulton to provide training for client relations/support services for Labor Reps, Staff, Stewards and Governors - two part training o Initial training will be held during a Stewards meeting Ø ED is working on locations for a three day conference/training that will include Part II of the Moulton training EAA OUTSIDE SIGNAGE Ø Modern Image Sign Co.- Egiche Sahakyan has obtained all the permits, for the building sign. Ø Installation of the EAA three dimensional logo sign has been completed above the front entrance door to EAA building Note: Check it out when you drive by EAA Office Building

POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION Alternate /SubstituteGovernor The Board will allow an alternate or substitute for an absent Governor to attend any Board meeting if the Board President or any other member of the Executive Committee has been notified in advance (minimum 72 hours prior advance of the scheduled notice in Board meeting) by the absent Governor, and the Board President or an Executive Committee member has acknowledged the notification. The alternate / substitute must be a Unit Council member in good standing; for a Unit Governor, this must be a member of that Governor’s Unit Council. Alternate / Substitute Governor are not authorized to vote or to make motions. The alternate / substitute shall receive the standard stipend for Board meetings. Adopted - October 9, 1985 Amended – August 7, 2012 Arbitration Policy A member’s Arbitration Appeal will be adjudicated by the respective Unit Council; Refer to “Unit Council – Arbitration Policy.” See Appendix L. Adopted - March 8, 1989

Amended - May 6, 1998.

If a Unit Council fails to meet and review a grievance for arbitration, then: within 30 days from the expiration date of the appropriate level for arbitration, the member may appeal to the Board of Governors (BOG) at the next scheduled BOG meeting or by telephone vote, if time limit indicates a need for approval or denial of grievance moving to arbitration. Adopted - June 7, 2000. At-LargeGovernor –UnitCouncil Positions At-Large Governors shall not sit as a Unit Council member unless there is a vacancy that cannot be filled from the membership of the unit. Adopted - October 22, 1986 Attendance atBoardMeeting,Takingof A voice Roll Call of Governors will be taken by the Secretary after the Board Meeting is called to order and the presence or absence of each Governor shall be recorded by the Secretary and reported in the minutes of the meeting. In addition, the Secretary shall record whether any Governor’s absence is authorized or unauthorized. Adopted - April 21, 2004 Attorney,Hiring ofAssociation Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION It shall be the policy of the association that the hiring of legal representation shall be approved by the Board of Governors. Adopted - February 5, 2003 Ballot Materials,ReviewbyCandidates Any candidate on the ballot may request of the Election Committee a Review of the ballots and any tabulation materials for that candidate’s specific position within one week of the election results publication. Adopted - October 18, 1995 Board Agenda,Deadlines for Preparing The timing for preparation of Board of Governor’s Agendas shall be the following: 1) Any matters, including motions, wished to be placed on the agenda must be submitted in writing to EAA Staff no later that 4 p.m. the Thursday preceding the Board of Governor’s Meeting. 2) A draft Meeting Agenda shall be prepared by EAA Staff and provided to the President and Secretary the Friday preceding the Board of Governor’s Meeting. 3) The Secretary shall provide any comments or corrections to the draft Agenda to EAA Staff by noon the Monday preceding the Board of Governor’s Meeting. Absent response by the Secretary by noon Monday, EAA Staff may assume no comments or corrections are forthcoming. 4) Staff shall prepare a final Meeting Agenda and distribute it to Board Members via homeemail, where possible, by 7 p.m. Monday preceding the Board of Governor’s Meeting. Adopted - March 18, 2004 BoardAgenda, PostingonWebsite It shall be the policy of the Engineers and Architects Association to post the Board of Governors meeting agenda on the Union website when the meeting agenda is distributed to the Governors. Adopted - March 16, 2005 BoardAgenda, Format

Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION Board Agenda order of Precedence is: 1) 2) 3) 4) 5) 6) 7) 8) 9) 10) 11) 12) 13)

Call Meeting to Order Roll Call of Governors Secretary Report including minutes General Announcements from the Chairperson Consent Calendar Public Comments Committee Reports Executive Director Report Grievance Report Treasurer Report Old Business New Business Adjournment

Adopted - August 20, 1973 Amended - March 24, 1976 Amended - May 21, 1997 Amended - March 18, 2004

Amended - March 10, 1976 Amended - March 1, 1995 Amended - April 7, 1999

BoardMeeting,Governor Guidelines for Governors shall adhere to the Board guidelines for Board meetings. See Appendix H. Adopted - March 10, 1976

Amended - March 24, 1976

BoardMeeting, Minutes,PostingonWebsite It shall be the policy of the Engineers and Architects Association to post the Board of Governors minutes on the Union website prior to the next scheduled Board of Governors meeting. Adopted â&#x20AC;&#x201C; March 16, 2005 Business Cards Provide Business Cards for the Officers and Governors of the Association. Adopted - April 2, 1975 Calendar, Master A master calendar showing all EAA functions shall be posted on the EAA website each month. Adopted - June 8, 1977 Revised date: 5/8/2014

Amended - July 5, 1989 3|Page

POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION Amended September 8, 2012 Cell PhoneforExecutive Director For the purpose of conducting Association business, EAA will provide a cellular telephone to the Executive Director. Adopted - February 7, 1996

Amended - April 21, 2004

Committees,Size andCompositionof Limit committees to five members with first preference given to governors, with no more than three governors serving on any committee, and the next preference to other elected officials of the union. Adopted - March 21, 2001

Amended - May 19, 2004

Communication with Membership, Newsletter A quarterly newsletter shall be produced and mailed to members’ homes. In addition, this newsletter shall be posted for the membership on the Association’s web page. Adopted - May 19, 2004

Amended – September 18, 2012 [suspension of printing and mailing of newsletter]

CommunicationwithMembership (Printed) The Association has established a “Policy on Printed Communications with EAA Membership” See Appendix M. Adopted - April 19, 1978 Amended - April 5, 1995

Amended - August 15, 1984 Amended - June 5, 1996

Community Councils (Neighborhood) The Association supports Elected Community Councils. Adopted - September 16, 1998 Conflicts of Interest Policy The purpose of this Conflicts of Interest Policy is to protect EAA’s interest when the Board of Governors is contemplating an action, or entering into a transaction, that might benefit the private interest of a Governor. The following Policy of duality of interest is hereby adopted: 1. Any duality of interest or possible conflict of interest on the part of any Governor should be disclosed Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION to the other Governors and made a matter of record, either through annual procedure or when the interest becomes a matter of Board action. 2. Any Governor having duality of interest or possible conflict of interest on any matter should not vote or use his / her personal influence on the matter, and he / she should not be counted in determining the quorum for the meeting, even where permitted by law. The minutes of the Board meeting should reflect (a) that a disclosure was made; (b) the abstention from voting; and (c) the quorum situation. 3. The above requirements should not be construed as preventing a Governor from briefly stating a position on the matter, nor from answering pertinent questions from other Governors if the Governorâ&#x20AC;&#x2122;s knowledge may be of great assistance to the Board. Failure to disclose any duality of interest or possible conflict of interest by a Governor constitutes a major breach of fiduciary duty, and shall result in disciplinary action by the Board. Such disciplinary action shall be in the form of a suspension of the Governor for a duration to be determined by the Board. Adopted â&#x20AC;&#x201C; July 17, 2012 Consent Calendar, Conduct of When the Consent Calendar is called before the Board, matters listed in it shall be considered in gross without debate or amendment. Any Governor in attendance may, by request to the Chairperson after the Consent Calendar is called but before it is acted upon, remove any matter or matters from the Consent Calendar and have the matter or matters placed under New Business on the agenda for debate or amendment. Adopted - April 21, 2004 CreditCardsforStaff Provide credit cards to Executive and Field Staff for Association business. (card limit: $3,000 each; maximum for five cards). Adopted - August 20, 1980 Amended - October 15, 1980 Amended November 18, 2009 DepartmentDownsizing Impact The Association opposes Department downsizing that has an adverse impact on its employees or operational integrity of any Department. Adopted - November 18, 1998

Election CostsReportedtoMembership Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION Cost of all Association elections shall be reported to the membership. Adopted - August 6, 1997 Election ofBoardOfficers

Election of Board Officers and Executive Committee members shall be held at the first Board meeting in January. Elected members will assume office upon election, and serve a one-year term. Adopted - November 2, 1983 Amended - March 18, 2004

Amended - November 6, 1991 Amended – September 18, 2012

Election Policies andProcedures Association Elections shall follow the policies and procedures shown in the “Election Procedures Manual.” See Appendix D. Adopted - February 9, 1976 Amended - August 3, 1994 Amended - May 24, 1995

Amended - July 20, 1994 Amended - May 10, 1995

Electronic Recording–BoardMeeting andOfficial UnionBusiness The Board must approve all electronic recording (audio or video) of Board meetings or any official union business activities prior to recording. Any union member who violates this policy will be disciplined in accordance with Union disciplinary procedures. Adopted - June 18, 1997

Amended – October 17, 2007

Taping of [the Board of Governors meeting] is for the sole purpose of assisting the Board secretary preparing Board minutes. The Board minutes will be the official record and archive. Tapes of the Board meeting will be destroyed after minutes are approved. Adopted - November 1, 2000. E-Mail AddressListing The Association will list its E-mail address on all communications. The Association will obtain Email addresses from members for its database, and distribute Bulletins electronically as needed. Adopted - November 19, 1997

Amended – June 16, 2004

Email Policies The Association has established “E-Mail Policies”. See Appendix F. Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION Adopted - January 15, 1997

Amended – December 15, 2004

Employee Harassment The Association has established a policy on “Employee Harassment”. See Appendix I. Adopted - January 20, 1999 EmployeePolicy Manual(EAAStaff) Terms and Conditions of Association employment are contained in the “Employee Policy and Benefits manual”. See Appendix J. Adopted - November 18, 1987 – SEP/IRA Plan Amended - April 17, 1988 Amended - November 16, 1988 – Tuition Reimbursement (in Executive Session). Amended - April 16, 1997 Amended – June 19, 2012 (and Employee Policy Manual revised) Executive Committee,Compositionof The office of Vice-President and the At-Large Member of the Executive Committee shall not be filled and that in the absence of the President, the following procedure shall be employed to determine the chairperson of the Board of Governors meeting: 1. In the absence of the President from a particular meeting, the Secretary shall serve as the chairperson of the Board of Governor’s meeting and; 2. In the absence of the President, and the Secretary from a particular meeting ,the Treasurer shall serve as the chairperson of the Board of Governor’s meeting and; 3. In the absence of the President, the Secretary, and the Treasurer, from a particular meeting, the Board of Governors shall, as its first order of business, elect from its membership a Governor who shall serve as the chairperson of the Board of Governors meeting. Adopted - March 18, 2004 Executive Sessions,Confidentiality of Staff and Governors will maintain CONFIDENTIALITY of personnel matters discussed in Executive Sessions, and failure to do so may result in disciplinary action. Adopted - April 21, 2004 Expenditures –Executive Committee,Authorization of Major

Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION The Executive Committee may authorize major expenditures previously approved in the Annual Budget. Adopted - January 6, 1988 Financial Information,Availability toMembers Congruent with By-Law II.7, the annual audited “Statement of Income and Expenditures” shall be made available to members, by appointment, for review at the Union’s offices. In addition, only a member may request a photocopy of an annual audited “Statement of Income and Expenditures”. Any photocopies will be made available at the Union’s offices, subject to the customary City Clerk photocopying charge per page, and subject to verification of Union membership. Adopted - September 21, 1994

Amended - September 17, 2008

Financial Management -AccountFunds,Authorization toMove Authorization for moving Association Funds to or from Checking/Savings Accounts shall require: 1. Checking Accounts: two members of the Executive Committee to sign; or in the case where a second signature is not available, the designated staff person may sign. 2.Savings Accounts: two members of the Executive Committee to sign only. Adopted - December 5, 1979 Amended - February 10, 1988

Amended - February 3, 1982

Financial Management -CivicBettermentAssociation (CBA)ReserveFund A Civic Betterment Association (CBA) Reserve Fund will be maintained, in accordance with Finance Committee recommendations, utilizing Changes in the per capita levels. Adopted - October 22, 1986

Financial Management -Expenses,InformationStatementon Except for ongoing or set expenses, all checks for Board review shall have a statement explaining the expense. Adopted - December 5, 1979 Financial Management -LowRiskInvestments,InvestReservesin The Association will establish an “Investment Fund” up to $375,000 (plus accumulated earnings) for investment in a prudent/low risk investment portfolio.

Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION Adopted - November 19, 1986 Amended - November 4, 1992

Amended - September 23, 1992

Financial Management -Money Market TypeAccounts The Finance Committee shall, at its discretion, place Association Funds into Money Market type accounts. Adopted - January 20, 1982 Financial Management -Reserve Fund,Maintenance The Association will establish and maintain a Reserve Fund equal to 1.5 times the current income. Adopted - November 19, 1986 Financial Policy The Financial Policy of the Association is administered and interpreted by the Executive Committee. See Appendix C. Adopted - August 17, 1983 Amended - July 25, 1990

Amended - July 22, 1988 Amended – December 15, 2004

Goals,SetandMonitor EAA The Executive Committee shall establish a list of priority issues, direct Staff in achieving EAA’s goals, and meet with staff monthly to monitor progress. Adopted - June 3, 1981 Governors and Unit Council Member Conduct - Conduct–Code of Conduct Governors and Unit Council members, in discharging their duties and responsibilities shall adhere to the Board’s “Code of Conduct”. See Code of Conduct. Adopted - May 2, 1974 Amended - June 5, 1985

Amended - May 16, 1974 Amended - July 10,

1985 Amended – July 17, 2012 Code of Conduct In accepting the responsibility of being a member of the Board, each Governor should: Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION 1. 2. 3. 4.

Bring credit, honor, and dignity to the Association. Exercise common sense and good judgment. Respect the philosophy and goals of the Association and its members. Give freely of time and effort in promoting the professional integrity and credibility of the Association. 5. Foster an attitude of cooperation and solidarity with fellow Board members and the general membership. 6. Uphold the principles of impartial communication and dissemination of information to the membership. 7. Maintain Board confidentiality as it relates to privileged information that is conveyed in trust to Board members. Violations of this Code of Conduct may result in the imposition of disciplinary action by the Board. Such disciplinary action may include exclusion from Board Executive Sessions and / or suspension from the Board or Unit Council, as appropriate.

Governor Conduct–Conduct atPublic Functions Governors in discharging their duties and responsibilities shall adhere to the Board’s “Code of Conduct at Public Functions”. Code of Conduct at Public Functions Governors, as elected representatives of EAA, must exercise discretion regarding attendance at, and participation in, public events and functions. 1. Governors, whether individually or as a group, should not discuss prospective Union policies, political endorsements or MOU negotiating positions with City Officials [elected or appointed] or their staff unless specifically authorized to do so by Board action. This shall not preclude individual Governors or a group of Governors from accepting invitations to attend public or private events sponsored by such Officials. 2. Governors, whether individually or as a group, should refrain from attending election campaign events and/or fundraisers of candidates for political office who do not have EAA’s formal endorsement. If any Governor chooses to attend such an event or fundraiser, he / she should make every effort to avoid photo opportunities or other means through which his / her attendance could be construed as an EAA endorsement. Adopted – December 21, 2005 Governor Vacation Schedule For Board attendance/quorum purposes, the Board secretary will maintain a Governor Vacation Schedule. Adopted - September 15, 1982 Grievance Representatives Training Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION The Association shall budget $3,000 yearly for the training of Grievance Representatives. Adopted - October 21, 1998 Insurance Mailouts toMembers Upon request by a company that is sponsoring an Association approved (insurance or other benefit) mailout, the Association may release its mailing labels to a bonded mail house upon proof of bonding. Adopted - June 17, 1987 InternetWebPage Policy The Association has established an “EAA Internet Web Page Policy”. See Appendix E. Adopted - June 5, 1996

Amended – December 15, 2004

Meeting Dates,Boardof Governors The Board of Governors Meeting shall take place on the first (1st) and third (3rd) Wednesdays of the month at 6:00 p.m. and shall be preceded by the Executive Committee meeting at 5:30 p.m. Adopted -October 20, 2010 Adopted - March 18, 2004 Meetings withMembers,Lunch andDinner Staff is authorized to set up, at the expense of the Association, luncheon and dinner meetings with groups of Association members for discussing items of mutual concern. Adopted - January 7, 1987 Membership Lists,Distributionof Membership Lists shall be provided and distributed to: Governors, Unit Council members, and qualified election candidates. See Procedure. June 1, 1994 – Motion and Amendments. June 15, 1994 – Clarified previous Motion and Amendments. July 15, 2004 – Procedure corrected to reflect that EAA not longer represents DWP. April 18, 2007 – Motion and Amendments Procedure Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION 1. Lists will be prepared by jurisdiction and updated on January 1, and July 1, of each year and will contain members Names, Civil Service Classification Title, Department, Division, EAA Unit Membership Status and Work Location. 2. Lists will be distributed upon request to the EAA Board of Governors anytime; to elected Unit Council Members twice a year; and to qualified candidates for EAA office once a year. 3. The procedure for the distribution of lists is as follows: a. Lists shall be furnished upon request only, per above guidelines. b. Unit Council Lists will be for specific unit and jurisdiction only. c. Candidate lists will be for specific unit and list members only. At-Large position lists will be for complete jurisdiction listing members only. These lists are the sole property of the Engineers and Architects Association and are not to be used for solicitation, leafleting [except for EAA election purposes] nor for an individual’s personal gain. Membership Meeting onaGeographically Floating Basis To have membership meetings on a geographically floating basis. Adopted - November 15, 2000 Membership, Retired EAA Members EAA members who retire from City service, in good standing, may continue their EAA membership as Associate Members by paying a $25.00 annual service fee.

Adopted - October 17, 1984

Amended - October 23, 1985

Amended – August 7, 2012

MemorandaofUnderstanding(MOU)Submittal Prior to the start of negotiations a proposed Memoranda of Understanding (MOU) will be developed in-house for each membership unit. See Procedure. Adopted - March 11, 1992 – Executive Session of the Board. Amended – August 7, 2012 Procedure 1. Membership Survey / Solicitation of Proposals 2. Results to Board / Staff for Analysis and Refinement Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION 3. Preparation of Draft Proposals a. Articles and Economic Package â&#x20AC;&#x201C; General Proposals (Staff) b. MOU-specific Proposals (staff) 4. Stewards Review of General Proposals (Input /Approval/Prioritization) 5. Unit Council Review of MOU-Specific Proposals (Input / Approval / Prioritization)\ 6. Final Draft(s) Preparation, based upon Steward and Unit Council reviews (staff) 7. Board Review and Approval of Final Draft Proposals / Prioritization 8. Submit Board-approved Proposals to CAO

MotionsNotonAgenda,Consideration of Only motions appearing on the Meeting Agenda shall be considered by the Board unless the Board votes to suspend this rule by a 2/3 affirmative vote. Adopted - April 21, 2004 Negotiation Team Members(Lunch orDinner) At the conclusion of salary and benefit negotiations with management, each Unit Governor is authorized, at the expense of the Association, to be the host to a lunch or dinner for the members of the Negotiating Team (costs shall be kept prudent and reasonable). Adopted - September 11, 1985 Newsletter â&#x20AC;&#x201C;MembershipCommittee, Review of Review of the newsletter shall be done by the Membership Committee. Adopted - August 19, 1998

Amended - February 3,

1999 Organizing,RepresentationofOther Groups To actively pursue representation of other groups of employees where practical. Adopted - August 6, 1986 Patronize UnionBusinesses Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION The Association shall follow the AFL-CIO’s “Don’t Patronize List”, giving preference to Unionized Business, and provide information to EAA members. See Procedure. Adopted - May 6, 1996 Procedure 1) The Engineers and Architects Association (EAA) will avoid patronizing any business on the AFL-CIO “Don’t Patronize List.” The Union will provide a copy of the list to all its elected representatives and staff. 2) Given the opportunity, EAA will give preference to unionized hotels, restaurants and vendors. A business will be considered unionized if the people providing the service or producing the product used by EAA have union representation. 3) When EAA is looking to do business with a company, we will ask them if they are unionized, and inform them that we give preference to union shops. 4) When EAA finds a union shop which can provide a product or service we now buy from a nonunion shop, we will give our business to the union shop. 5) EAA will maintain a list of businesses which we know are unionized for the types of businesses whose services we expect the union may have to use. A list will be prepared and updated on an ongoing basis. Scholarship Committee The Board of Governors creates a Scholarship Committee for the sole purpose to oversee the annual scholarship awards to ensure that the procedure complies with guidelines adopted by the Board of Governors in June of 2005. Adopted – June 15, 2005

Amended – November 14, 2007

Secretary andTreasurerPositions The single position of Secretary/Treasurer is split into two separate positions of Secretary and Treasurer. December 4, 1974 – Superseded by Constitution and By-Laws, June 1, 1990. November 6, 1991 – Interpretation of Constitution and By-Laws. Secretary andTreasurer–Duties/Responsibilities The Secretary and Treasurer shall perform their respective duties and responsibilities in accordance with Board Policy and the Constitution and By-Laws. See Procedure. Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION Adopted May 7 1975 – Executive Session. Procedure In addition to the Constitution and By-Laws, the duties, responsibilities and powers of the positions of Secretary and Treasurer, shall include, but are not limited to the following: Secretary 1. Responsible for the keeping of the minutes of all meetings of the Association and Board of Governors 2. Responsible for maintaining the Board Policy book. 3. Sign all correspondence requiring the signature of the Secretary/Treasurer. 4. Receive and present to the Board all petitions, both regular and initiative. Treasurer 1. Responsible for monitoring the accounts and records of the Association. 2. To review and comment, if necessary, upon the Association’s expenditures for the previous month. Adopted - May 7, 1975 – Executive Session StaffParticipation inOtherOrganizations Staff shall notify the Board on their participation in outside organizations where there may be a conflict with Association business. Adopted - September 20, 1989 Stewards: The EAA Union Stewards are voluntary positions whose primary role is to be the liaison between the Board of Governors and EAA members to build a strong union in the work place, insure justice on the job and be the union representative for their work place. Stewards are expected to attend a monthly Stewards meeting which is conducted by the Membership Committee which advises the Stewards on EAA policies, update members on union news, functions and etc. Those attending will receive a $35 stipend. Code of Conduct In accepting the responsibility of being a Union Steward each should: 1. 2. 3. 4.

Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION 5. Foster an attitude of cooperation and solidarity with fellow Union Officers and the general membership. 6. Uphold the principles of impartial communication and dissemination of information to the membership. Violations of this Code of Conduct may result in imposition of disciplinary action by the Board. Such disciplinary action my include exclusions from Steward meeting and functions and/or suspension whatever is deemed appropriate. Adopted – October 2013

Stipends and Dinners, Limit All committees except for the Executive Committee are limited to one stipend and food purchase per month. Adopted - August 18, 1999 StipendforCommitteeMeetings, Standard A standard stipend of $35.00 is authorized for standing committee meetings (Executive, Finance, Membership, Election, and Scholarship Committees). After normal work hours, Unit Negotiators (members) will also receive the stipend; all other Unit Negotiating meetings and Board appointed committees conducting meetings may receive the stipend if pre-approved by the Board. Adopted - August 20, 1973 October 7, 1992 – Clarification from Finance Committee per Board Policy. Amended - September 20, 1995 Amended - April 1, 1998 Amended – November 18, 2009

“TermsofOffice forUnionOfficials”,MaintaintheTable Entitled It will be the policy of the Engineers and Architects Association that the Secretary shall maintain the table entitled “Terms of Office for Union Officials” and update the table as necessary as officials resign, are recalled, appointed, elected or otherwise change. In addition, how the official entered office (elected or appointed), what date they entered office, when the official next faces election, and when the normal term of a position begins and ends, and the date of the table’s modification will be updated as necessary by the Secretary. Adopted - February 7, 2001 Three MinuteLimitonIssuesatBoardMeeting Speakers (Governors) are limited to three minutes when addressing an Issue, unless presenting a Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION report. Adopted - July 2, 1997 Training, Governorâ&#x20AC;&#x2122;s All new governors shall be given training, by a Board approved instructor, in how to properly conduct Union business as soon as possible after sworn in. Adopted - October 17, 2001 Training SessionMeals Meals or refreshments will be served at authorized training programs and sessions that are held during normal meal times. Adopted - March 19, 1980 UnitCouncilGrievanceCommittee Unit Grievance Committees will be made up of five members from the Unit Council or the membership. Adopted - April 5, 1978 Vacant At-LargeGovernor Positions,Filling of To fill a vacant At-Large Governor position (after a regular election) by appointment, the membership in the jurisdiction affected will be notified. The Board will review the information received from candidates and appoint a member to fill the position. See Procedure. Adopted - August 20, 1986 (Numbers 1-4)

Amended - January 6, 1999 (Number 5)

Procedure The following procedures shall be used to fill vacancies that occur in At-Large Governor positions: 1. 2. 3. 4.

Send Bulletin Announcement to membership in proper jurisdiction. Request resumes or letters of intent from members interested in serving. Set time frames in announcement. Appointment made by Board based on the information received and other nominations from the Board.

Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION 5. Each Candidate shall submit a petition with 10 valid signatures of voluntary dues paying members. Vote byBoard,Telephone All telephone votes conducted of Board members by the Association shall be decided by a 2/3 vote of the Board members contacted, with results reported at the next Board meeting. Adopted - April 6, 1977 Vote byMembersonNegotiatedAgreements Prior to any agreement taking effect, which affects the terms and Conditions of employment for any bargaining unit, the Association shall hold an election for the members of said Unit to ratify the agreement. Adopted - December 17, 1997

Vote, Record Governorâ&#x20AC;&#x2122;s Record in the Board Minutes the vote of each Governor (yes, no or abstentions) on all motions. Adopted - May 15, 1996

Amended - December 18, 1996

Voting,BoardofGovernors Abstainingfrom It shall be the policy of the Board of Governors that a Governor, with the exception of the President or for reasons of a conflict of interest, shall not abstain from voting on a motion before the Board. Adopted - October 17, 2001 WorkSchedule,Flexible WorkSchedule forStaff The Executive Director may set a flexible work schedule for Association Staff. Adopted - January 18, 1984

Revised date: 5/8/2014

Amended - June 5, 2002

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION

REPEALED BOARD POLICIES AND PROVISION STRICKEN FROM MANUAL

Attendance by Governors,BoardMeeting Governors are required to notify Association office if they are or not attending a Board meeting. Staff will attempt to contact those who do not call in. However, if no contact is made, it is assumed that the Governor will not attend. March 7, 1984-Presidential Directive. Repealed - March 18, 2004

April 22, 1992-By President.

BoardMembersConduct–Authority Levels Staff members are employed by EAA, not by individual members of the Board. The staff takes direction from the Executive Director. The Executive Committee of the Board is the liaison to the staff through the Executive Director. See Appendix G. Executive Directive by President - January 19, 1995 BudgetTaskForce Report,President Monitors The Board President is to monitor, on a weekly basis, the Budget Task Force Committee Report. Adopted - February 19, 1997

Repealed - June 5, 2002

Bulletins andNewsletters,ReviewbyPresident of EAA bulletins and newsletters must be submitted for review to the President of the Association or his or her designee(s) before being distributed to the members. Issued by the Executive Committee - April 1, 1997 Stricken - April 21, 2004 CallstoEAAOffice –Governors', Reimbursement Governors are allowed reimbursement for phone calls to EAA office, from home, on Association business. Adopted - November 19, 1986 Repealed by adoption of Financial Policy – December 15, 2004 Council ofEngineers andScientistsOrganization (CESO)

Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION The Association shall participate in the Council of Engineers and Scientists Organizations (CESO). Adopted - January 17, 1996 Terminate E.A.A. membership in CESO effective October 6, 1999. Adopted - October 6, 1999 Bulletins andNewsletters,Distributionof The Association will distribute every two weeks (ten working days) a Bulletin or Newsletter (Printed Communications) to the membership. (Also refer to Appendix F) Adopted - June 6, 1984 Repealed - May 19, 2004

Amended - June 5, 1996

Election Results,Notify Candidatesof Prior to the Association announcing election results, the Election Committee will contact successful and unsuccessful Governor Candidates with the results. Unit Council and Senior Representative Candidates will be notified by staff. Repealed – November 14, 2007 Expense Sheets Expense Sheets shall be submitted, and approved at regular Board of Governors meetings sessions. Review by Governors will be either before or after the meeting. Following approval, the Treasurer will authorize payment. (Refer to Sample Forms 1 and 2.) Adopted - August 4, 1982 Amended – July 19, 2006

Amended - October 20, 1982 Repealed – December 15, 2004

Expense Sheets submitted by Unit Negotiating Committee members must be reviewed by the Unit Governor prior to the Treasurer receiving them. January 4, 1984 – per Secretary/Treasurer. Repealed – December 15, 2004 Expiration Date forall BargainingUnits,Common The Board of Governors will seek to have a common expiration date for all Bargaining Units with common classes (as determined by job title, state registration, college degree, specialized training, certificate, or other common City of Los Angeles Personnel Department entry level qualifications) in departments of the City of Los Angeles to establish a common contract effective date for all affected Units. Adopted - June 7, 2000 Revised date: 5/8/2014

Repealed – July 21, 2004 20 | P a g e

POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION

Financial Statements–Representatives Provide representatives (Senior and Area) with Financial Statements annually for member information. Adopted - August 21, 1974

Repealed - June 5, 2002

GovernmentalAffairsCommittee/ City Budget TaskForce The Association shall have a City Budget Task Force Committee/Governmental Affairs Committee. January 4, 1995 May 7, 1997 – To Standing Committee status. January 21, 1998 – President renamed committee (Requires a Board motion) Eliminate the Governmental Affairs Committee until some time in the future when there is a demonstrated need for such a committee. Adopted - June 20, 2001 Meeting Minutes,PublishBoard Regular Board meeting minutes shall be printed in the Newsletter to members. Adopted - June 7, 1995 Membership

Repealed - August 4, 1999

Meetings–SanFernandoValley,General

The Association will conduct General Membership meetings in the San Fernando Valley on a regular basis, as needed. Adopted - April 16, 1986

Repealed – June 16, 2004

Mileage andParking forPolitical DinnersandFunctions Governors are allowed mileage and parking to attend authorized Political dinners and functions. The amount reimbursed for mileage shall be the annual standard car mileage allowance as determined by the Internal Revenue Service. Adopted - July 31, 1974 Amended - March 27, 1985

Amended - January 16, 1985 Amended – June 16, 2004

Minority Organizations –Participation The Association authorizes the purchase of tickets for installation Dinners and functions for Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION minority organizations which represent employees of the City of Los Angeles. Adopted - April 22, 1992

Repealed – July 21, 2004

Plaque of Appreciation –Members Members retiring or leaving City service shall receive a plaque of recognition and appreciation from the Association for their membership. Adopted - March 1, 1978

Repealed - May 19, 2004

Political Contributions,Review of Requestsfor All requests for campaign contributions (Political) shall be reviewed by the Governmental Affairs Committee before the Civic Betterment Association Committee votes on the request. Adopted - January 21, 1999

Repealed - June 5, 2002

NOTE: Civic Betterment Association (CBA) Committee is a Political Action Committee (PAC) comprised of the EAA Board. Political ReportsandLegislative Issues,Publish The Association will publish, on a quarterly basis, a political report on Legislative issues and any Ballot Initiatives and their probable impact on the union. Adopted - May 15, 1996

Repealed - May 19, 2004

Probationary Terminations The Association will normally defer to the Personnel Department in the review of Probationary Terminations. But if the findings are in dispute, the Association will pursue the issue. See Appendix K. Adopted - February 22, 1989

Repealed - June 5, 2002

Senior Representative Committee –MotionstoBoard All motions brought forth by the Senior Representative Committee to the Board of Governors shall be printed in the Newsletter or Bulletin with the voting results. Adopted - August 5, 1998

Repealed - June 16, 2004

UnitCouncil Membership Unit Councils will be composed of five elected members plus the Unit Governor.

Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION Adopted - January 18, 1978

Repealed – October 17, 2007

UnitCouncil, SeniorRepsandAreaRepsMeetings The Association will hold, at the EAA office, every four to six weeks, a combined meeting for the Unit Council, Senior Representatives and Area Representatives to receive Association updates. Adopted - January 20, 1993 Repealed - June 5, 2002

Amended - July 20, 1994

Work Schedules, Staff Staff will keep track of their daily work schedules and present them to the Board for review on a quarterly basis. Adopted - September 6, 1995

Repealed – July 21, 2004

APPENDICES AppendixC - FINANCIAL POLICY (Amended December 15, 2004) AppendixD - ELECTION POLICIES AND PROCEDURES MANUAL AppendixE - EAA INTERNET WEB PAGE POLICY (Amended December 15, 2004) AppendixF - E-MAIL POLICY (Amended December 15, 2004) AppendixH - GUIDELINES FOR BOARD MEETINGS AppendixI - EMPLOYEE HARASSMENT AppendixJ - EMPLOYEE (STAFF) POLICY MANUAL AppendixL - UNIT COUNCIL - ARBITRATION POLICY AppendixM - POLICY ON PRINTED COMMUNICATION WITH OUR MEMBERSHIP

Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION AppendixC - FINANCIAL POLICY (amended December 15, 2004)

The general statements and specific restrictions contained herein shall be the policy of the Board. The Executive Board shall make day to day interpretation of this policy. Major questions shall be deferred to the full Board. Staff or individuals designated by the Board shall execute this policy under the direction of the Board. Article I – Association A. Budget: A budget for each fiscal year will be prepared for Board approval by the first Board meeting in May. Finance Committee will prepare the budget with input from the staff and Governors. The budget will include Estimated income, and Estimated expenditures. This budget shall serve the Board and staff as a guide to financial planning during the fiscal year. B. Staff Compensation (Salaries, Benefits, Etc.): 1. Contractual employees’ compensation and benefits are covered in detail in individual employment contracts. 2. Board will determine non-contractual employees’ compensation and benefits. C. Educational Reimbursement: 1. Staff a. It is the intention of the Board to encourage the continuing education of staff in the field of labor relations to meet the needs of the Association’s membership. Prior Board approval is required for educational reimbursement. b. Staff shall submit requests for educational reimbursement to the Executive Director with a copy sent to the President of the Board. The Executive Director shall submit his own requests to the Board. 2. Governors and Others: Governors and others will be reimbursed for courses, seminars, training sessions, etc., previously approved by the Board. D. Political: Political support to various candidates or causes shall be based on the Association’s interest and objectives. Disbursement of funds is contingent upon Board approval. Article II – Reimbursable Expenses General Policy

Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION It is the spirit and intent of this Board that reimbursement of personal expenses be purposeful and fair. The recipient is expected to use the same care and discretion in incurring expenses that a reasonable and prudent person would exercise if the expenditures were non-reimbursable. A. Staff 1. Personal Expenses Incurred in the Daily Operation of the Association: a. Parking b. Mileage, based on current Board Policy (refer to Appendix) 2. Entertainment: Meals, drinks, and entertainment expenses may be incurred only by the Executive Director or Members of the Board, or by others as directed by the Executive Director. These expenditures shall be made only for the benefit of the association. 3. Out of Town Expenses (Trips, Conventionsâ&#x20AC;?) A reimbursement will be allowed for necessary expenses incurred, which would not normally be incurred if living at home. a. Reimbursable Expenses: 1. Meals/Per Diem: Up to $75.00 per day allowance for the cost of meals, including days of travel. 2. Lodging: Actual and reasonable cost, including the last night following the close of business. 3. Transportation: Commercial airline fare for any standard class, other than first-class accommodations. 4. Travel by Own Automobile: Travel by own automobile will be reimbursed at the current mileage allowance, upon approval by the Board. 5. Baggage Handling: Cost of handling baggage. 6. Carfare and Taxicab fares: From office or home or hotel to station, and from station to office or home or hotel, and other necessary business trip at destination. 7. Airport Parking: Actual and reasonable cost. 8. Telephone and Telegraph Expense: Calls and messages on EAA business. Personal calls limited to either actual costs or a maximum of $5.00 per day. 9. Car Rentals: Actual and reasonable cost. 10. Entertainment Expenses: (Refer to Article II, Section A, Subsection 2) 11. Registration Fees: Actual and reasonable cost. 12. Valet Service (Laundry and Cleaning): Allowed after four or more consecutive days. 13. Miscellaneous Expenses: Actual and reasonable cost not to exceed $10.00 per trip. 14. Other expenses which are incurred, in the normal course of business, which may be deemed reimbursable by the Board.

Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION b. Non-Reimbursable Expenses: 1. Shoe shines, haircuts, and other such personal expense items. 2. Fees for purchase of traveler’s checks. 3. Gratuities in excess of 15%. c

Travel Advance: The approval by the Board for an out-of-town trip shall also include a travel authority advance of up to a maximum of $200.00.

4. Non-Reimbursable Expenses: Any expense incurred by the Staff, which is not specifically covered by Board Policy, the Staff’s contracts or by specific Board action shall not be reimbursable. 5. Expense Sheets: a. All expense sheets submitted for reimbursement by Staff members shall be initialed by the Executive Director. b. Expense sheets shall then be reviewed by the Finance Committee, at their request, who will review the content to determine if the various expense items conform to current Board Policy. The Finance Committee will bring any irregularities before the Board. B. Governors and Others: 1. Personal Expenses Incurred While Engaged in Duties for the Association: a. Parking b. Mileage, based on current Board Policy. (Refer to Appendix) 2. Out-of-town Expenses (trips, conventions): Refer to Article II, Section A, Subsection 3. 3. Board Meetings and Committee Meetings: $70.00 per Board meeting allowed. (Also refer to Article II, Section B, Subsection 6) 4. Entertainment Expenses: Refer to Article II, Section A, Subsection 2. 5. Testimonial Dinners and Functions Representing EAA: Mileage not reimbursable.

Ticket provided by EAA.

6. Association Business: Lost pay, vacation, or time off the books (official or unofficial) for time spent away from regular work on Board-approved EAA business shall be reimbursed at the individual’s straight time rate. (Refer to Article II, Section B, Subsection 3). This rule shall apply only in instances when a Governor’s presence has been deemed by the Board to be necessary for furtherance of EAA goals. It shall not Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION apply to Governors who choose voluntarily to go to conferences/seminars. 7. Negotiating Expenses a. Parking; allowed only for meetings away from one’s work location. b. Mileage; based on current mileage allowance. (Allowed from working office to negotiating office, and back and to meeting outside normal working hours. c.Members of the negotiating team (excepting Staff) shall be compensated at the rate of $15.00 per hour for any meeting outside of their regular working hours, up to a maximum of $75.00 per person per meeting. (Conflicting Board motion to pay $35.00 to team members who attend on scheduled day off) d. Meals reimbursed. 8. Expense Sheets a. Expense sheets shall be presented to the Board, for approval, and shall review the content to determine if the various expense items conform to current Board Policy. The Board will resolve items, which may not adhere to Board Policy. The President shall review Treasurer’s expense sheets. Article III – Previous Financial Board Policy and Action All previous financial policies and Board actions of the type contained herein are hereby superseded.

AppendixD - ELECTION POLICIES AND PROCEDURES MANUAL

AppendixE - EAA INTERNET WEB PAGE POLICY (amended December 15, 2004) ENGINEERS AND ARCHITECTS ASSOCIATION INTERNET WEB SITE POLICY The Engineers and Architects Association (EAA) provides a website in accordance with the terms, conditions and responsibilities outlined below. This policy establishes minimum acceptable uses of, and security practices for, the EAA website. EAA’s website should support member communications, member services, research, and education. Use of the EAA’s Internet website must be consistent with the EAA Constitution and By-Laws, as well as with EAA Board of Governors Policies. Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION I. DEFINITIONS EAA BOARD OF GOVERNORS: Elected officers of EAA responsible for governing the Association and determining Association policy issues EAA MEMBERSHIP COMMITTEE: Board appointed committee responsible for designing, planning, implementing and monitoring all EAA activities and membership communications, including the EAA Internet website E-MAIL: Electronic mail that can be sent and received over the Internet or similar OnLine Service. HOME PAGE: The first page a user will see when they connect to a WWW address INTERNET: A global network connecting millions of people and computers STAFF: EAA employees STAFF / SYSTEM ADMINISTRATOR: EAA staff person assigned the responsibility of managing the EAA Internet Connection WEB MASTER: Individual responsible for handling the day-to-day programming and updating of the EAA Website WEBSITE: The Internetâ&#x20AC;&#x2122;s World Wide Web (WWW) documents that link related information. Each step in a search reveals collateral Resources that can be accessed via a link embedded in the page text. II. RESPONSIBILITIES Board of Governors: The EAA Board of Governors is responsible for approving this Policy and any amendments hereto. EAA Membership Committee: The Membership Committee is responsible for the planning, design and monitoring of the EAA Website. The Committee will review the content of all items to be placed on the Website which are not expressly authorized in this Policy, and make recommendations to the Board of Governors regarding the posting of such items. The Membership Committee will also review and recommend to the Board of Governors any amendments to this Policy. Staff / System Administrator: The person responsible for managing the EAA Internet connection. This person configures the Internet system, maintains the Internet connection resources and security, and assigns passwords and privileges Web Master: Individual responsible for the EAA Website Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION III. ACCESSFORCHANGES,

ADDITIONSORDELETIONS

Only persons authorized by the Membership Committee may make changes, additions or deletions to the EAA Website. The Staff/System Administrator shall submit names to the Membership Committee for their consideration to be included in the list of persons authorized to make changes, additions or deletions to the EAA Website. IV. CONDITIONS / USES A. B.

The EAA Internet connection is intended exclusively for use for EAA related activities and not for any manner of personal use. The EAA website shall include the following items: 1. Description and Brief History of EAA 2. Constitution and By-Laws 3. List of EAA Accomplishments (Scorecard) 4. Names, e-mail addresses and telephone numbers of EAA Elected Board Officers Governors, Unit Council members and Senior Representatives 5. List of EAA Board Committees and their appointed members 6. List of labor representatives, including their assigned departments/agencies, email addresses and telephone numbers 7. Address and telephone number of EAA offices 8. Current Bulletin(s) [to be removed or archived 30 days after initial posting] 9. Calendar of Meetings / Events 10. Approved minutes of the monthly Board of Governors meetings 11. EAA election bulletins and announcements Due to financial considerations, review shall be conducted of any item not authorized above proposed to be placed on the EAA Website. Certain items may have content considered to be Agency Fee Non-Chargeable. If the item is nonchargeable, the Membership Committee shall obtain Board approval prior to its posting. Other items which may be considered for posting on the EAA Website include: 1. 2. 3. 4. 5. 6. 7. 8.

EAA MOU’s (text only) Excerpts from City Charter or Admin Code referenced in MOU’s Board of Governors Adopted Policies and Appendices EAA Benefits offered Newsletters Executive Director Corner President’s Message Map indicating directions to EAA offices plus parking information

V. PROHIBITIONS The following activities are prohibited, and subject to disciplinary actions pursuant to Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION EAA By-Laws: 1. Misrepresentation of EAA, or posting of any material that would reflect negatively upon the EAA 2. Transmission of messages / information that are in violation of the EAA Constitution or By-Laws, or of Board Policies 3. Violation of copyrights or software licensing agreements; this includes disclosure or transmission of any proprietary information 4. Viewing or downloading of obscene or indecent material 5. Use of the EAA website for personal gain or solicitation 6. Unauthorized use of the EAA website for Campaigning in EAA Elections 7. Transmission of confidential or sensitive information 8. Use of the EAA website for unlawful activities, including transmission of any material in violation of any law of the United States [including, but not limited to, copyrighted material, threatening or obscene material, or material protected by trade secret]. 9. Attempting to gain unauthorized access to any computer system via the Internet 10. Distribution or publication of EAA material on other websites without express Board approval 11. Attempting to disrupt or destroy the integrity of computer systems connected via the EAA website 12. Use of abusive or objectionable language in either public or private messages 13. Product advertising not expressly authorized by the Board VI. CONFIDENTIALITY The Internet is a public forum and EAA cannot guarantee the privacy, security or confidentiality of any information transmitted through the Internet. For the purpose of managing these Internet resources, it may be necessary for EAA to monitor usage.

AppendixF - E-MAIL POLICY (amended December 15, 2004) ENGINEERS AND ARCHITECTS ASSOCIATION E-MAIL POLICY

I. There is no expectation of personal privacy for the EAA e-mail addresses assigned to the various staff members. II. EAA reserves the right to monitor all e-mail use and other computer transmission, as well as any stored information created or received by staff with the EAAâ&#x20AC;&#x2122;s information systems.

Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION III. The use of EAA resources for personal gain, such as but not limited to, outside employment, private use, unauthorized political campaign purposes, and/or actions to discredit EAA, by staff is prohibited and punishable by disciplinary action which may include termination and/or criminal prosecution depending on the nature and severity of the transgression. Incidental and occasional personal use may be permitted with the consent of the Executive Director. IV. The Executive Director, and staff authorized by the Executive Director, shall have access to the files of all users. V.

The Board of Governors may request an audit of the e-mail of a specific employee.

VI. In the case that a user is absent for two or more consecutive days, the e-mail to the user shall be either: 1. Automatically forwarded to another EAA staff member ; and/or 2. Automatically replied to, informing the sender of his/her absence, the date when he/she will be back, and the telephone number and e-mail address of another staff member, in case the author of the e-mail cannot wait for the absent labor representative to return; and/or 3. Read by someone who can take appropriate steps to follow up on the matter.

AppendixH - GUIDELINES FOR BOARD MEETINGS

AppendixI - EMPLOYEE HARASSMENT

AppendixJ - EMPLOYEE (STAFF) POLICY MANUAL

AppendixL - UNIT COUNCIL - ARBITRATION POLICY

AppendixM - POLICY ON PRINTED COMMUNICATION WITH OUR MEMBERSHIP

Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION A Arbitration Policy · 1 Attendance at Board Meeting · 1 Attorney · Hiring of Association · 1 B Ballot Materials · Review by Candidates · 2 Board Agenda · Deadline for · 2 Format · 2 Board Agenda, · Posting on Website · 2 Board Meeting · Guidelines for Governors · 3 Taking of Attendance at · 1 Three Minute Limit on · 16 Board Meeting Minutes · Posting on Website ·3 Board of Governors · Abstaining from Voting · 17 Meeting Date · 10 Business Cards · 3 C Calendar · Master · 3 Cell Phone · for Executive Director · 3 Committees · Size and Composition · 4 Communication with Membership · Newsletter · 4 Printed · 4 Community Councils · 4 Consent Calendar · 4 Credit Cards · 4 D Dinner · for Negoation Team Mebers · 12 Limit · 15 Meetings with Members · 10 Downsizing · 5 E E-Mail · Address Listing · 6 Policies · 6 Election · Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION

Cost Reported to Membership · 5 of Board Officers · 5 Policies and Procedures · 5 Elections · Review by Candidates of Ballot Materials · 2 Electronic Recording – Board Meeting and Official Union Business · 5 Employee · Harassment · 6 Policy Manual ·6 Executive Committee · Authorization of Major Expednitures · 7 Composition of · 6 Election of · 5

Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION Executive Sessions · Confindentiality of · 7 Expenditures · Executive Committee, Authorization of Major · 7 Expenses · Information Statement on · 8 F Financial Information · Distribution of Members · 7 Financial Management · Authorization To Move Account Funds · 7 Civic Betterment Association (CBA) Reserve Fund · 7 Information Statement on Expenses · 8 Invest Reserves in Low Risk Investments · 8 Money Market Type Accounts · 8 Reserve Fund, Maintenance · 8 Financial Policy · 8 G Goals · Set and Monitor EAA · 8 Governor · Alternate / Substitute · 1 At-Large, Filling of Vacant Position · 16 At-Large, Unit Council Positions · 1 Conduct · 9 Conduct at Public Functions · 9 Guidelines for for Board Meeting · 3 Vacation Schedule · 10 H Harassment · 6 I Insurance Mailouts · 10 L Lunch · for Negotiation Team Members · 12 Meetings with Members · 10 M Meeting Date · Board of Governors · 10 Membership · Lists, Distribution of · 10 Meeting on a Geographically Floating Basis · 11 Retired EAA Members · 11 Membership Committee · Review of Newsletter · 13 Memoranda of Understanding · 12 Motions · Not on Agenda · 12 Revised date: 5/8/2014

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POLICIES OF THE ENGINEERS AND ARCHITECTS ASSOCIATION N Newsletter · Membership Committee, Review of · 13 O Organizing · 13 P Patronize Union Businesses · 13 S Scholarship Committee · 14 Secretary · Duties/Responsibilities · 14 Position · 14 Senior Representatives · Term and Board Appointment · 15 Staff · Participation in Other Organizations · 15 Flexible Work Schedule · 17 Stipend · for Committee Meetings, Standard · 15 Limit · 15 T Terms of Office for Union Officials · 15 Training · Governor's · 16 Grievance Representatives · 10 Session Meals · 16 Treasurer · Duties/Responsibilities · 14 Position · 14 U Unit Council · Grievance Committee · 16 V Vote · Board by Telephone · 17 by Members on Negotiated Agreements · 17 Record Governor’s · 17 Voting · Board of Governors Abstaining from · 17 W Web Page · Policy · 10 Work Schedule · Staff · 17

Revised date: 5/8/2014

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ENGINEERS & ARCHITECTS ASSOCIATION EXECUTIVE DIRECTORS REPORT TO THE BOG BILL VIOLANTE, EXECUTIVE DIRECTOR March 13, 2019 MEMBERS UPDATE Ø As a result of the letter sent to all non-dues paying members two weeks ago 41 individuals have singed up as dues-paying members thus far o Although EAA is signing up many more dues-payer dues-paying members continues to run between 62-63%. This is due to a larger number of retirements and members promoting out of EAA bargaining unit o It should be noted that approximately 40% of city employees are or soon will be eligible for retirement Ø Governors have been provided with a list of non-dues paying members for their department Ø Labor reps have been provided with a list of all non-dues paying members for their assigned departments. They will be working with EAA Stewards within those departments to sign-up members as dues payers Ø Labor Reps are attending NEO’s on a regular basis and signing up dues-paying members at these meetings Ø Due to his success at talking dues-paying members out of becoming non-dues paying members, Labor Rep Darryl Cherness has been assigned the led on talking to members that want to stop paying dues Ø ED will involve IBEW Local 11 in this effort NON-DUES PAYING MEMBERS SERVICE FEE Ø Awaiting Membership Committee recommendation to the BOG of the appropriate hourly rate to charge non-dues paying members for chargeable services RIEMBURSEMENTS & EXPENSES Ø A reminder Memo Is being prepared by ED to staff regarding the proper use of EAA credit cards Ø A reminder Memo is being prepared by ED regarding the proper documentation needed per IRS rules for reimbursement of EAA business expenses Ø ED informed the BOG that due to stipend payment to the Executive Committee for recent meetings held off site, EAA CPA notified EAA that an agenda and minutes are required for the meetings

o o

There are an agendas and minutes for the 2/24/19 and 3/10/19 meetings An agenda and minutes are needed for the 1/12/19, 1/30/19, 2/10/19, 2/16/19 and 2/26/19 meetings

LABOR REPS Ø Although the Labor reps caseload report has been in existence as is for numerous years information the ED and BOG should have is not contained in the report – ED will be modifying the report Labor Reps caseload report o A draft of the report will be sent to the BOG for input before it is finalized 2019 MOU NEGOTIATIONS Ø ED is waiting bargaining instructions MOU general and MOU job classification specific (Specials) in priority order from the BOG Survey Monkey responses and proposals from individual EAA members/groups have been filtered out by MOU specific and those generally applicable to all members o Specials are needed ASAP in order to get them to the CAO to begin the lengthy process required for the specials Ø ED presented proposed language to the BOG for specific MOU general proposals Ø ED request names of anyone other than Governors from each Unit Council they want assigned to the negotiations teams o ED recommends no more than one additional Unit Council member per MOU Ø First meeting with CAO and Negotiations Team will be March 19th – 9am to 1pm EAA SUPPLEMENTAL INSURANCE Ø Representatives from CR Swett have been meeting with EAA Stewards arranging for work place on site visits Ø In two weeks 52 individuals have signed up for various supplemental insurances and have been fully processed – additional applications are being processed Ø Additional meetings are being scheduled throughout city departments as possible OUTREACH UPDATE Ø Outreach monthly summary (FY recap) of events, dates, donations made, dates made, etc. has been provided to Outreach Committee (See tablet) NEW BUILDING SECURITY Ø ED and BOG President have prepared a Building Security Access Policy (See handout) Ø Governors, ED, Labor reps and Staff have been assigned a personal Access Code in order to access building after hours and on weekends and to set and disarm the alarm system (See individual handout) NEW EAA OFFFICES TENANT IMPROVEMENT COSTS UPDATE Ø At the time of purchase of new building ED recommended to the BOG that tenant improvements be included in the loan at a minimum of $250,000.00. Tenant improvements were not included in the loan. At the recommendation of the Finance Committee matured CDs were to cover these costs. Ø Finance Committee monthly audits continue to mention high monthly expenses. It should be noted that: o Total paid to ESSCO thus far $243,846.00

Total paid to ESSCO this FY is $165,067.00 Balance due to ESSCO is $9,718.00 § Direction was given TO ED that the final ESSCO bill is not to be paid and to have the BOG meet with ESSCO § ESSCO has been contacted. They are not available to attend a nightly meeting of the BOG, however, they can meet with the BOG during normal business hours § The following are dates and times they are available to meet: • 3/20/19 10am – 2pm, Tuesday, 3/26/19, Wednesday, 3/27 or Thursday, 3/28 in the morning o Total paid to Digital Dreams this FY is $28,825.00 o Balance due (last payment) to Digital dreams is $6836.00) Ø In addition to the above there are moving cost, painting cost, roof repairs, etc. o There were additional new leaks after the last rain requiring additional repair work Ø None of the above costs were included as Tenant Improvements in the loan and they were not included in the budget. Matured CDs as described above ($200,000.00) were transferred to Morgan Stanley from two matured CDs (US Bank and City National Bank). These funds were transferred to cover the cost of Tenant Improvements, etc. However, they have not been transferred to the General Expense Account to pay for these costs. The funds remain at Morgan Stanley awaiting Finance Committee action to transfer the funds. Ø Audio/Video equipment throughout building work is nearly completed. Digital Dreams has one more day of work to complete the job BUILDING SECURITY Ø A Security policy has been prepared by ED and BOG President for all Governors and staff Ø Individual access codes have been issued to all Governors and staff Ø An additional camera has been installed at the front of the building (west side) due to a break in of a vehicle at the west end of the building and the attempted break in of another vehicle in mid-way in front of the building Ø An additional camera covering the rear alley needs to be added to the security system o o

ENGINEERS & ARCHITECTS ASSOCIATION EXECUTIVE DIRECTORS REPORT TO BOARD OF GOVERNORS BILL VIOLANTE, EXECUTIVE DIRECTOR MAY 8, 2019 NEGOTIATIONS UPDATE ! 2019 Negotiations are in process ! General proposals applicable to all EAA MOUs have bee submitted to the CAO ! All Specials with required justifications for MOU specific job classifications have been presented to the CAO ! The CAO has presented City general proposals to EAA ! A number of TAs have been reached ! A number of Specials have been agreed to as submitted by EAA or as modified by the CAO and agreed to by EAA ! EAA will full day caucus on Thursday, May 9th ! CAO will meet with departments from May 9th – May 14th to prepare responses for all outstanding specials submitted by EAA ! Negotiations with CAO will resume on May 14th ! EERC meets on May 24th LA CITY BUDGET ! Finance & Budget Committee has completely modified the Mayors 2019-‐20 budget ! EAA Consultant Mike Hernandez presented budget summary and budget prognosis to the BOG o Budget & Finance Committee is adding back Civilian positions to budgets " There is no indicating as to where the money is coming from other than and is directing departments to use salary savings for MOU related costs BUILDING ! TV, desk and chairs have been ordered for the Presidents Office as directed by President ! Upstairs lights office lights have been repaired at no cost by ESSCO ! A desk, chairs and TV have been ordered for the BOG Presidents office ! Ruben Rodriquez Gardening Service is in the process of installing automatic sprinkler ! ED has provided ESSCO and their representative with the details they need to complete the work in building. Arrangements are being made to complete the work

MEMBERSHIP SIGN-‐UPS ! Meetings have been held by ED and Executive Committte3 re Local 11 support ! Executive Committee to report ! ED will be hosting a Focus Group, Saturday, May 8th from 10am – 2pm with Labor Reps and selected active Stewards re: recruitment of non-‐dues payers LOCAL 11 AUDITS ! ED and staff have met with RMS, Maryellen Sebold regarding EAA independent audit of EAA dues paid to IBEW Local 11 ! ED has signed engagement letter with RMS ! Retainer fee has been paid to RMS ! Audit is underway EAA OUTSIDE SIGNAGE ! Modern Image Sign Co. presentation re: lighted sign for the outside front of EAA building

ENGINEERS AND ARCHITECTS ASSOCIATION SPECIAL MEETING Board of Governors Meeting Agenda September 10, 2019 1) CALL MEETING TO ORDER 2) ROLL CALL OF THE GOVERNORS 3) SECRETARY’S REPORT INCLUDING MINUTES: The following minutes are held over until the October 9, 2019 BOG meeting August 14th, 2019 regular meeting, August 14th, 2019 closed session and July 10th, 2019 closed session MOTION #3 – WHEREAS, the Closed Door Session Minutes of the July 10th, 2019 meeting have been reviewed, THEREFORE, BE IT RESOLVED to adopt these minutes as reviewed. 4) TELEPHONIC MOTIONS (None) 5) GENERAL ANNOUNCEMENTS FROM THE CHAIR a. Next Regular Board of Governors Meeting – Wednesday, October 9, 2019 at 6 PM. b. Following Regular Board of Governors Meeting – Wednesday, November 13, 2019 at 6 PM. c. Next Stewards Meeting – Thursday, September 26, 2019 at 5:30 PM d. Next cook and serve dinner at the Dolores Mission is Monday, October 7, 2019 e. Following cook and serve dinner at the Dolores Mission is Monday, November 4, 2019 6) CONSENT CALENDAR: None 7) PUBLIC COMMENTS (maximum 15 minutes; individual speakers limited to 3 minutes). 8) SPECIAL PRESENTATION: None 9) COMMITTEE REPORTS a. Executive Committee (Chair Saturday Aisuan) b. Finance Committee (Chair John Dierking) c. Membership Committee (Chair Mark Santistevan) d. Constitution and By-Laws Committee (Chair Jack Kayajian) e. Scholarship Committee (Chair Larry Day) f.

Election Committee (Chair Robyn Meyers)

g. Outreach Committee (Chair Saturday Aisuan)

BOG Agenda 09-10-2019

h. Building Committee (Chair Saturday Aisuan) i.

Holiday Committee (Chair Gonzalo Barriga) • 125th Anniversary Celebration Update

10) EXECUTIVE DIRECTOR’S REPORT • See ED Report 11) POLITICAL ACTION • Presidents Update Re: Ad Hoc PAC 12) GRIEVANCE REPORT • See Labor Rep caseload reports 13) TREASURER’S REPORT 14) NEW BUSINESS a. IBEW Government Conference October 21st – 23rd – Registration/travel day October 20th and October 24th return travel day b. The IBEW Picnic sponsorship c. UFW Reception on Wednesday, December 11,2019 5:30 pm at La Golondrina Restaurant. 15) OLD BUSINESS a. Held over from August 14th meeting- Endorsement/Contribution requests for LA Community College District and Sate Assembly District 37 – See Closed Session 16) CLOSED SESSION: a. Endorsement/Contribution Request - Scott Svonkin, LA Community College District b. Endorsement/Contribution Request - Katrina Foley, Candidate California State Senate, 37th District 17) RETURN TO OPEN SESSION 18) GOOD AND WELFARE 21) ADJOURNMENT

BOG Agenda 09-10-2019

ENGINEERS AND ARCHITECTS ASSOCIATION Board of Governors Meeting Agenda August 14, 2019 1) CALL MEETING TO ORDER 2) ROLL CALL OF THE GOVERNORS 3) SECRETARY’S REPORT INCLUDING MINUTES: MOTION #1 – WHEREAS, the minutes of the July 24th, 2019 regular meeting have been reviewed; THEREFORE, BE IT RESOLVED to adopt these minutes as reviewed. 3a) TABLED MTION MOTION #2 – WHEREAS, the Closed Door Session Minutes of the July 10th, 2019 mass meeting have been reviewed; THEREFORE, BE IT RESOLVED to adopt these minutes as reviewed. 4) TELEPHONIC MOTIONS (No Vote Required) 5) GENERAL ANNOUNCEMENTS FROM THE CHAIR a. b. c. d.

Next Regular Board of Governors Meeting – Wednesday, September 11, 2019 at 6 PM. Following Mass Board of Governors Meeting – Wednesday, October 9, 2019 at 6 PM. Next Stewards Meeting – Thursday, August 22, 2019 at 5:30 PM The next cook and serve dinner at the Dolores Mission is Monday, September 2, 2019 (Jersey Mike’s Subs will be served) e. The following cook and serve dinner at the Dolores Mission is Monday, October 7, 2019 (Italian dinner will be served) 6) CONSENT CALENDAR: 7) PUBLIC COMMENTS (maximum 15 minutes; individual speakers limited to 3 minutes). 8) SPECIAL PRESENTATION: a. b. c. d.

Scott Svonkin – LA Community College District Katrina Foley, Candidate California State Senate, 37th District Ari Briski – Unit Council 21 / Union Steward Donald Jojola – Unit Council 19 / Union Steward

9) COMMITTEE REPORTS a. Executive Committee (Chair Saturday Aisuan): b. Finance Committee (Chair John Dierking): BOG Agenda 08-14-2019

c. Membership Committee (Chair Mark Santistevan): d. Constitution and By-Laws Committee (Chair Jack Kayajian): e. Scholarship Committee (Chair Larry Day): f. Election Committee (Chair Robyn Meyers): g. Outreach Committee (Chair Saturday Aisuan): h. Building Committee (Chair Saturday Aisuan) i. Holiday Committee (Chair Gonzalo Barriga): 10) EXECUTIVE DIRECTOR’S REPORT a. See ED report 11) POLITICAL ACTION 12) SPONSHORSHIP REQUESTS 13) GRIEVANCE REPORT 14) MOTIONS 15) TREASURER’S REPORT 16) NEW BUSINESS 17) OLD BUSINESS 18) CLOSED SESSION: a. Personnel Matters b. Current Litigation c. Political 19) RETURN TO OPEN SESSION 20) GOOD AND WELFARE ADJOURNMENT

BOG Agenda 08-14-2019

Engineers and Architects Association Dear Stewards and all dues paying members of the Engineers and Architects Association (EAA): Brought before me, by concerned EAA members, were questions regarding the actions and recommendations by the Board of Governors (President Saturday Aisuan, Vice President Mark Santistevan, Secretary Jack Kayajian, Treasurer John Dierking, Gonzalo Barriga, Larry Day, Yul Johnson) The concerns and charges are as follows:

By-Law XIV. Parliamentary Authority: Charge 1. The violation includes the ethical relationship and trust as a board of governor (BOG) member, voted upon by Engineers and Architects (EAA) union dues paying members to represent them by and wherefore the Board must be transparent in making public a notice to the membership of meetings providing an opportunity to monitor and question the Board on their actions. The Board continues to meet as an “Executive Committee” as a quorum of four (4) Governors, which violates Roberts Rules of Order, making decisions and policies therein without the input or knowledge of the remaining three Board members.

Charge 2. The above-mentioned Executive Committee also violates Roberts Rules of Order when implementing a policy without full knowledge of ALL BOG members. The creation and posting for a new staff position in the EAA Union (“Assistant Executive Director”) without board approval and a response e-mail not authorized by the Board. Therefore kept in secret, lacking transparency, amongst them (Executive Committee) while using union resources.

BY-LAW I. (items #1,2,6) Duties, Responsibilities, and Power of Governors and Officers of the Board: Charge 3. The creation of the new position of “Assistant Executive Director” was not approved by the full BOG, nor was it brought to the attention of neither the membership nor EAA’s Executive Director. Information of this position was withheld from all qualified members and EAA staff and therefore was not allowed to compete for this position. This entire process was performed in secret using union resources and making an unauthorized email address to accept resumes. This questions the ethical behavior of the Board by lack of transparency, dishonesty and purpose of this position and by its publication reflecting negatively upon the reputation of EAA and its members.

BY-LAWs Section V: Representative, states that “The Board shall have the authority to create the organizational structure, function and election/appointment procedure for a representative system that shall assist the Union in the handling of grievances and dissemination of information to its members”. Charge 4. An “Assistant Executive Director” position was created without the vote of the full Board. The function and responsibilities described in this newly created position will indirectly result in an organization whereby the BOG President will be the de facto Executive Director as the position is described as reporting to the Executive Committee (not the Executive Director, whom is not named in the job posting). This action undermines the basic tenets of the organization and the democratic process as a whole. Request:

The perpetrators of this posting need to be identified and removed from the Board for malfeasance in office; misuse of union funds and resources; and bringing repute upon the organization.

BY-LAW XV. Disciplinary Procedure (Item #1): Charge 5. The BOG authorized $15,000 transfer of union funds to an independent expenditure committee run by fellow Board member in spite of EAA and IBEW 11 having their own independent expenditure committees and procedures. (Mailings for endorsed candidates have always been executed in-house). The two mailers and two rounds of robocalls financed with union funds were used to promote the candidacy and reputation of a sole BOG member, Jack Kayajian, whose name and likeness are featured in both mailers and whose voice was used to send robocalls to thousands of voters representing EAA. Request:

An immediate accounting of the $15,000 expenditures to date and all remaining funds returned to the union. The removal from the BOG of Kadjian who has fraudulently used union funds and resources to promote his personal political plans at the expense of EAA’s reputation and standing in the community of labor unions and public sector workers. And the entire BOG be censured for misappropriating union funds in the creation of this independent expenditure committee that duplicates established political action committees currently used by EAA and IBEW.

Charge 6. The BOG voted on March 13, 2019 to give $5000 (later amended to $4300) to Frederick K.C. Price III Christian School, a private religious school, without disclosing to the full BOG that a BOG member has children in attendance at this school. On May 8, 2019, BOG President Saturday Aisuan retroactively informed the BOG that the BOG has two children attending that school and proceeded to amend the March 27 motion to contribute $700 to LA City Councilmember Marqueece Harris Dawson (CD8)

to utilize funds for a school bus to attend a private school event. This amendment requires that the $700 portion be held and $800 instead be donated directly to Frederick K.C. Price III Christian School.

Charge 7. On June 26, 2019 at a Board of Directors meeting, under Section 13: sub-section A under New Business: Motion # 7 states that the President recommended “Governor Birthday Recognition”, to recognize all Board of Directors on their birthday by awarding an amount of $ 100.00. Five (5) BOG members voted “Yes”. This motion and its approval is a clear violation of the oath of office and the rule against self-dealing or creating a benefit to the BOG that is a misuse of union funds.

Charge 8. The Treasurer stole a professional conference in Hawaii meant for attendance by Executive Director (or his designee) and took a $200 stipend of EAA union funds. The BOG did not authorize his attendance at this IBEW Regional Conference, nor the award of a $200 stipend for the unauthorized trip to Hawaii, paid for with union funds. The Executive Director was only notified of the trip by the Treasurer’s request for leave from the City that is processed by the Executive Director in communication with Labor Relations of the CAO’s office that authorizes such leaves. The ED was not informed of the true nature of the trip by the Treasurer until all travel arrangements had been made with union funds for travel, hotel, food and ground transportation. Request:

Treasurer to be censured for stealing the trip to Hawaii; reimbursement of $200 and stripped of his position as Treasurer due to misappropriation of union funds and not being truthful about the nature of trip which deprived the Executive Director of attendance.

Notification: Since the entire BOG are individually and collectively being charged and investigated, it is prudent to admonish the BOG that it cannot investigate itself nor its own members; therefore, IBEW as the parent organization be directed to create a judiciary entity to act on behalf of EAA membership to investigate and punish BOG members as they may conclude in their findings. Such investigatory body can be constituted from IBEW executive officers, EAA Stewards, EAA Unit Council members (excluding BOG members), IBEW and EAA staff and/or legal counsel.

Charge 9. The Treasurer of the Board has received in the accumulation of approximately $7000 from January 2019 to July 2019 in meeting fees.

ENGINEERS AND ARCHITECTS ASSOCIATION LOS ANGELES, CA BY-LAWS BY-LAW I. Duties, Responsibilities, and Power of Governors and Officers of the Board 1. Each Governor has a fiduciary responsibility to support the goals and objectives of the Union as defined by the Constitution, By-Laws, official Board policy, the IUPA Constitution, and all decisions of the Board. 2. The President of the Board shall preside at all Board and Union meetings, shall act as principal liaison between Board and staff and shall function as the official spokesperson for the Board. In case of the President’s absence or inability to act, such duties shall be performed by the Vice-President and in case of the absence or inability to act of both the President and the Vice-President, the duties of the office shall be performed by a member of the Executive Committee as selected by the Board. 3. The duties of the Secretary, the Treasurer, or the combined office of Secretary/Treasurer shall be: a. Secretary – the Secretary shall be responsible for recording all the minutes of regular and special Board meetings. Other appropriate duties may be assigned to this office by the Board. b. Treasurer – the Treasurer shall be knowledgeable with respect to the books, finances, assets and property of the Union, shall act as Chairperson of the Finance Committee, shall review finances and make financial recommendations, in accordance with the Board’s financial policy, and shall present the annual budget to the Board. Other appropriate duties may be assigned to this office by the Board. 4. The Union shall hold title to any real and personal property which may be acquired by the Union from time to time for the sole benefit of the Union and its members. The President and Treasurer, jointly, shall be authorized to encumber or convey title to property on behalf of the Union. The Vice-President may act to acquire or convey title to property in place of either the President or the Treasurer. Acquisition or conveyance of title to property shall not be undertaken by said officers, except upon a resolution duly adopted by the board, by no less than a two-thirds affirmative vote of the Board. The affirmative vote shall additionally be at least a majority of all Board members. 5. The Executive Committee shall ensure that Board policy and directions are carried out, shall be a liaison between Board and staff, and shall have oversight of official Union records. (Article V, Sec. 2) 6. The Board shall employ an Executive Director for the proper conduct of the affairs of the Union. The Executive Director shall be hired at will. The terms and conditions of employment shall be memorialized in a written contract. The Executive Director will be responsible for staffing and for the expenditure of

resources to conduct the affairs of the Union within budgetary constraints approved by the Board. a. The duration of the Executive Director’s contract shall not exceed three (3) years. b. The Board may renew the Executive Director’s contract at its sole discretion. However, if the continuous service of an Executive Director is to exceed six (6) years, the Board shall first conduct an advisory referendum vote of the membership regarding the contract renewal. The advisory referendum vote shall be conducted in accordance with the relevant provisions of By Law XII, and shall be conducted no more than 180 days but no less than 90 days prior to the expiration of the Executive Director’s current contract. c. In the event that a majority of the votes cast in the advisory referendum is to DISAPPROVE the renewal of the Executive Director’s contract, the contract shall not be renewed unless such renewal is authorized by a three quarters (3/4) affirmative vote of all Board members. 7. Governors shall be prepared to attend to the proper conduct of the Union’s business by exercising their fiduciary and policy-setting responsibilities and attending all regularly scheduled meetings. Therefore a. Any Governor who is absent from four (4) consecutive Board meetings shall be removed from the membership of the Board, unless the Board deems such absences excusable. b. Any Governor who is absent from more than one-third (1/3) of the Board meetings during any twelve (12) month period shall be removed from the Board and shall be ineligible for re-election for the following term, unless the Board deems such absences excusable. c. The Secretary shall record in the minutes the presence or absence of each Governor at each meeting of the Board and shall record whether an absence is excused. 8. Board vacancies may be filled with members appointed by the Board. Such appointees shall hold office until Board certification of the results of the next regular election. The appointee must otherwise be eligible to fill the vacancy to which (s)he is appointed. Nominees to fill Board vacancies may be presented to the Board as follows: a. Unit Governor (By-Law VIII.4.a) The Unit Council of the affected unit shall nominate any member in good standing of that Unit to fill the vacancy. If the Board declines to appoint the member nominated by the Unit Council, the Unit Council shall nominate another Unit member in good standing. If the Unit Council declines to nominate a Unit member for consideration, fails to agree on a nominee, or all Unit Council positions are vacant, then the Board may fill the Unit Governor position in accordance with By-Law I.8.b below. b. At-Large Governor (By-Law VIII.4.b) Any Board member may nominate any member in good standing from the appropriate jurisdiction for

consideration. Any Unit Council or group of members within the same jurisdiction may also nominate any member in good standing. c.. Any appointments made by the Board or its officers may be rescinded by the Board. BY-LAW II. Financial 1. The membership dues shall be a percentage of the memberâ&#x20AC;&#x2122;s salary. Membership dues and agency shop fees shall be the same percentage of salary for every employee. Assessments and changes in the dues structure shall be proposed by the Board and submitted to a vote of the members. To be implemented, assessments and changes shall receive an affirmative vote by a majority of the votes cast. 2. Associate members shall be assessed an annual fee as determined by the Board. (Article IV) 3. An amount from membership dues, as determined by the Board, may be used for legislative and political advocating for the purpose of advancing the goals of the Union. 4. Collections and expenditures of funds shall be delegated to the Executive Director under the oversight of the Board. 5. Funds and assets received by the Union shall become the property of the Union. 6. The Board shall disburse funds or assets by for the purpose of carrying out the objectives and business of the Union through the budget and review process. 7. The Board shall require an audit to be made at least annually, by a certified public accountant, and a report thereon shall be given to the Board. Once approved, copies shall be made available to members upon request. BY-LAW III. Committees Standing Committees of the Board shall include, but not be limited to, the Executive Committee, the Finance Committee, and the Election Committee. Except as otherwise established by the Constitution and By-Laws, the President shall appoint committees as deemed necessary. BY-LAW IV. Unit Membership The staff shall maintain statistical records capable of determining the percentage membership of each Unit in the Union. Should any unit fall below a majority of all eligible employees in the Unit, the Board shall appoint a committee from its members to undertake an evaluation of the cause of such decrease in membership. Based on the committee findings, a full report shall be presented to the Board. BY-LAW V. Representative The Board shall have the authority to create the organizational structure, function and election/appointment procedure for a representative system which shall assist the Union in the handling of grievances and dissemination of information to its members.

BY-LAW VI. Unit Councils 1. The affairs of each representation Unit shall be administered by a Unit Council consisting of not more than five members, not including the Governor of the Unit, to be elected by a vote of the members in the respective Unit. 2. The unit Governor shall be primary spokesperson for the Unit and shall serve as Chairperson of the Unit Council, unless he or she declines. If the Unit Governor so declines, or if there is no Unit Governor, the Council shall select a Council member to fulfill these duties. 3. The term of office of council members shall begin at the time of Board certification of the results of the regularly scheduled election for that position. The term shall end three (3) years thereafter at the time of Board certification of the results of the next regularly scheduled election for the same position. 4. Unit Council vacancies may be filled by Board appointment. The term of such appointment shall be until the next regularly scheduled election. 5. Each Council shall be responsible for administering the internal activities of its respective Unit. Such activities shall include, but not be limited to: reviewing, prioritizing, and negotiating the Unit Memorandum of Understanding (MOU); reviewing grievances as outlined in Board policy; working with the Membership Committee to increase voluntary dues paying members within the Unit; and recommending names to the Board for the filling of Council and Board vacancies. (By-Law I.8) 6. Each council is governed by the Board. 7. Each Unit is entitled to one (1) member of the Unit as its representative on the negotiation team for Memoranda of Understanding. 8. Each Council shall meet at least quarterly, and report to the Board. BY-LAW VII. Bonding of Officers or Employees The Board shall require the bonding of such amounts as may be deemed advisable of any Governor of employee of the Union who is authorized to disburse funds. Such bonds shall be written by surety companies, shall conform to the laws of the State of California, and shall be paid for by the Union. BY-LAW VIII. Election and Voting Procedures 1. The Board shall direct staff to determine the number of voluntary dues paying members in each jurisdiction to establish the number of At-Large Governors as well as the total number of Governors and unit Council members to be elected. The results will be reported at the second regular Board meeting in August of each year. 2. All elections shall be conducted according to procedures established by the Board. The Election Committee shall consist of at least three Union members in good standing. No Union member standing for election may serve on the Election Committee.

3. The Election Committee shall announce the election and notify the membership that nominations are in order. A minimum of fifteen (15) days shall be allowed from the time of notification before closing nominations. Candidates will be nominated by a petition requiring the signatures of at least ten (10) members in good standing who are qualified to vote for the particular candidate. The Election Committee will notify the membership of the candidates for office at least twenty (20) days prior to election day. Elections shall be by secret ballot with the candidates receiving the highest number of votes being elected. Elections shall be completed in time for the results to be presented at the first Board meeting in December. The Election Committee shall inform all candidates of the election results. The Board shall certify that the results are in conformance with the Constitution and By-Laws as soon as possible after the resolution of any dispute or protests. The Union shall inform the membership of the results after Board certification. 4. The Board shall be constituted as follows: a. One Governor from each representation Unit as defined in Article VI of the Constitution, if that Unit is entitled to a Governor position or has been extended a Governor position by the Board in accordance with Article VI of the Constitution. b. The number of At-Large Governors shall be such that the Board does not exceed fifteen (15) members. c. Any jurisdiction that is not represented by any Unit Governors is entitled to one At-Large Governor. d. After By-Law VIII.4.c is satisfied, the first At-Large Governor shall be assigned to each jurisdiction in turn, beginning with the largest jurisdiction, followed by the second At-Large Governor for each jurisdiction in turn, beginning with the largest jurisdiction, and so on, until the maximum size of the Board is obtained. e. At-Large Governors shall be elected from each jurisdiction in accordance with the following table: Number of members in any jurisdiction Maximum number of At-Large Governors for the jurisdiction 500 – 1499: 1 1500 – 3000: 2 3000 – 4500: 3 4500 or more : 4

f. For the purpose of retaining as much experience as possible on the Board while maintaining a term of three (3) years, the Board’s terms of office shall be divided as equally as feasible into three (3) groups. One group’s terms shall expire each year over a three (3) year period. g. Should a new Governor seat be established, the Board shall set the initial term of office for that seat, not to exceed three (3) years. h. The term of office shall commence upon Board certification of the results of the election for that position. The governor shall be sworn in and will assume official duties at that time. 5. During each regularly scheduled election, the Union shall conduct a membership survey to rate the Union’s effectiveness in serving the members. BY-LAW IX. MOU Ratification 1. Memorandum of Understanding (MOU) ratification shall be conducted by mail. Each MOU shall be ratified separately by the appropriate bargaining unit and shall require an affirmative vote of a majority of the votes cast in that unit. 2. The Union shall notify the membership of the results of the election. BY-LAW X. Amendments 1. Proposed amendments to the By-Laws may be submitted to the membership in writing by: a. Board action requiring two-thirds (2/3) affirmative vote of all Board members; or b. Petition submitted to the Board and signed by fifteen percent (15%) of the voluntary dues paying members of the Union. 2. The adoption of said amendment shall require an affirmative vote of the majority of the votes cast. The voting shall be by mail ballot and shall be conducted by the Election Committee. Voting shall be at the next regularly scheduled election, or a special election authorized by a three-fourths (3/4) affirmative vote of all Board members. 3. The Union shall notify the membership of the results of the election. BY-LAW XI. Initiative Procedure 1. An initiative measure may be proposed by the Board or by petition submitted to the Board and signed by fifteen percent (15%) of the voluntary dues paying members of the Union. The adoption of said initiative shall require an affirmative

vote of the majority of the votes cast. The voting shall be by mail ballot and shall be conducted by the Election Committee. Voting shall be at the next regularly scheduled election, or a special election authorized by a three-fourths (3/4) affirmative vote of all Board members. 2. The Board shall rule out of order any initiative that violates the Constitution, ByLaws, other controlling documents, or the fiduciary duty of the Board, and will not submit that initiative to a vote. 3. The Union shall notify the membership of the results of the election. BY-LAW XII. Referendum Procedure 1. A referendum vote of the members may be taken on any act of the Board. A referendum vote may be called by petition in writing submitted to the Secretary signed by fifteen percent (15%) of the voluntary dues paying members of the Union. The adoption of said referendum shall require an affirmative vote of the majority of the votes cast. The voting shall be by mail ballot and shall be conducted by the Election Committee. Voting shall be at a special election unless the petition is received within 45 days of a scheduled election, in which case the voting shall be incorporated into the scheduled election. Ballots for a special election shall be mailed within 21 calendar days of petition submittal and shall close 14 calendar days after the mailing. 2. The Union shall notify the membership of the results of the election. BY-LAW XIII. Recall Procedure 1. Any member of the Board or Unit Councils may be recalled. A recall vote may be called by petition submitted to the Board and signed by: a. The lesser of 200 or one-third (1/3) of the voluntary dues paying members of the Unit for Unit Governor recall. b. The lesser of 300 or one-fourth (1/4) of the voluntary dues paying members of the appropriate jurisdiction for At-Large Governor recall. c. The lesser of 200 or one-third (1/3) of the voluntary dues paying members of the Unit for Unit Council member recall. 2. To be effective, the recall shall require an affirmative vote of the majority of the votes cast. The voting shall be by mail ballot and shall be conducted by the Election Committee. Voting shall be at a special election unless the petition is received within 45 days of a scheduled election, in which case the voting shall be incorporated into the scheduled election. Ballots for a special election shall be mailed within 21 calendar days of petition submittal and shall close 14 calendar days after the mailing. 3. The Union shall notify the membership of the results of the election. BY-LAW XIV. Parliamentary Authority

The rules contained in â&#x20AC;&#x153;Roberts Rules of Order Revisedâ&#x20AC;? shall procedurally govern Union meetings in all cases to which they are applicable and in which they are not inconsistent with the Constitution and By-Laws or special rules of order of the Union. BY-LAW XV. Disciplinary Procedure 1. Union members may be charged for acts that are detrimental to the Union or its membership. These include, but are not limited to: embezzlement, crossing authorized Union picket lines, collusion with management, and violation of the Constitution and By-Laws. Nothing in this procedure shall be used to prevent any member from exposing wrongdoings or exercising any other rights. 2. All charges shall be in writing, and shall be signed and dated by one or more members of the Union. The charges shall be submitted to the Board, along with evidence and/or signed witness statements. Charges shall be presented to the Board no later than 45 days after the alleged offense occurs, or 45 days after the accusing member(s) should reasonably have become aware of the alleged offense. A copy of the charges shall be promptly provided to the accused member(s). 3. Upon receipt of the charges, the Board shall select a Review Panel to review the charges. The Review Panel shall consist of 3 to 5 governors, and shall be randomly chosen. Governors who feel they are unable to impartially review the charges shall recuse themselves. The Review Panel shall investigate the charges and recommend an appropriate Board action. 4. The Board shall direct the Review Panel to present its findings and recommendations to the Board by a particular date, which shall not be more than 45 days from the creation of the Review Panel. The Board shall vote on the appropriate action after the Review Panel presents its findings. 5. If the Board votes to hold a trial of the accused member(s), the trial shall be conducted in accordance with this By-Law and Union policy. The trial shall be open to all Union members unless prohibited by law. The trial shall be conducted by a Trial Board, which shall consist of the Board. Governors who feel they are unable to impartially adjudicate the charges shall recuse themselves. If this recusal process results in less than five (5) Governors on the Trial Board, then additional impartial elected Union officials shall be chosen to serve on the Trial Board. 6. The accused member shall be given a minimum of 30 days to prepare his or her defense. The accused may choose to be represented by any other Union member. In the conduct of the trial, the accused shall be presumed innocent until proven guilty. 7. The Board shall create and maintain trial and discipline policies to implement the terms of this by-law. This policy shall be made available to all members on request, and shall be automatically given to the accuser and accused.

DATE:

September 11, 2019

TO:

MICHAEL DAVIES, Interim Executive Director Engineers & Architects Association

FROM:

Ivan Rodriguez, Steward - MOU 20

SUBJECT:

OFFICIAL COMPLAINT - BOARD OF GOVERNORS MAKING FALSE STATEMENTS TO MEMBERSHIP. FULL BOARD SPECIAL MEETING REQUEST TO ADDRESS VARIOUS CONCERNS.

Mr. Davies, today we inquired to the Board of Governors (BOG) about the reasoning of the sudden, abrupt and poorly timed removal of our Executive Director Bill Violante. We were met with disrespectful attitudes, and abusive tempers from current President Saturday Aisuan, Treasurer John Dierking and other Board Members. At one point Treasurer John Dierkin (MOU 1), raised his voice to the members present, yelled while blatantly lying to all the members present by making the following false statement: “ Bill is 74 years old… he chose to retire… let him go and enjoy his retirement…” he then addressed me personally to ask me: “... do you ever plan to retire?” I asked if in fact Bill had retired in his own terms, and if so, why was Bill not present to thank him properly for his service. Mr. Dierking brushed me off and spoke to me in spanish by saying “...yo no sabe nada man” - I found this to be condescending, very disrespectful, and in my opinion, he was clearly making fun of me, and all members present. Our current President Mr. Saturday Auisan validated Mr. Dierking behavior and statement of Bill retiring on his own. Both Mr. Aiusan and Mr. Dierking also began to suggest that the questions being posed by numerous members present were not genuine, and demanded to know who told us to ask this questions, they were suggesting we could not think for ourselves and blatantly attempting to blame someone else at EAA for the membership outcry. At one point Security Guards who have been manning the doors at EAA were called in by someone which felt like a form of intimidation and bullying - the members present demanded for the Security Guards to leave the room. When President Auissan was asked why we had Security Guards present, hes stated “...SEIU does it… they always have security Guards…” I am respectfully demanding the following: 1. An investigation into the charges I am officially bringing about BOG members lying to the membership - making false statements about Bill retiring on his own by Treasurer Dierking and President Saturday Aisuan. 2. A full investigation into the removal of Bill Violante - was the removal just and proper protocol followed? - were bylaws violated by not having the prescribed number of Board members vote?

3. A re-vote by the full BOG to bring Bill Violante back and allow him to retire when he is ready on his own terms - allow Bill and the membership a reasonable transition process. 4. A full Board meeting be arranged with the membership present to allow for questions pending possible corruption charges committed by the Board and brought to light by member Donald Jojola during our Stewardâ&#x20AC;&#x2122;s meeting. 5. Add the alleged corruption charges and my official complain to the agenda for all interested members to access. I look forward to your prompt response. In solidarity Ivan Rodriguez, EAA Union Stewards MOU 20

Date: September 13, 2019 To: Ivan Rodriguez, Steward, Rec & Parks Aquatics From: Michael F Davies, EAA Interim Executive Director Subject: Initial Response to “Official Complaint” dated 09/11/2019

Mr Rodriguez: This is written as an initial response to your “Official Complaint” letter of 09/11/2019 which was cc’d to many of the EAA stewards. I have only cc’d this to the Board President and to Governor Santistevan. You can decide with whom you wish to share this response. As a general rule, as Union staff / elected officers / stewards, we should avoid using the City e-mail system for Union-related business. We have also received some complaints from stewards regarding the exposure of their personal e-mail addresses. As a further note, and as you are no doubt aware, Union stewards serve in their workplace – unlike Unit Council members who are elected based upon their bargaining unit. You are a Steward for your work location. I will focus on the demands (1 – 5) which you have listed. As to the opening paragraphs of your letter, I am not in a position to confirm or dispute your version of events. I did witness your conduct at EAA’s 125th Birthday Celebration. Union issues often stir very strong feelings - even among Union folk who should be expected to be comrades-inarms, there can be conflicts. But disrespect and condescension can never be acceptable. There seems to be quite a bit of toxic air in the EAA house, which needs to be cleared. As to your five demands / requests:

1. Investigation into charges: Allegations of misconduct must be taken seriously – they can lead to great harm, intended or otherwise, to both individual Union members and to the Union at large. In recognition of that fact, the EAA By-Laws (By-Law XV specifically) establish the procedure for filing charges and any related investigations. Those procedures must be strictly followed. 2. Investigation into the “removal” of Bill Violante: The EAA Executive Director is employed by the Board of Governors (By-Law I.6) as an “at-will” employee. Personnel matters, including the Executive Director’s contract, are by their nature confidential. They are discussed by the Board, and acted upon, in executive (closed) session to protect confidentiality. While the discussion and Board vote takes place in closed session, the Board action can be made public in many cases, like this one: the non-renewal of Bill Violante’s contract. As to the “violation of protocol by not having the prescribed number of Board members vote”: a quorum of the Board (the minimum number of Board members who must be present for the Board to actually convene) is four (4). Five Board members were present at Roll Call by the Board Secretary and five Board members participated for the entire duration of the Board meeting, as reported to me by the Board Secretary. There was a quorum at the September 10, 2019 Board meeting, and the meeting was duly and properly conducted. 3. “A re-vote by the full BoG”: the conditions under which the EAA Board may “reconsider” (which is the proper term) a previously-adopted motion are set forth in Roberts Rules of Order Revised, which guide the conduct of EAA Board meetings (By-Law XIV). While you may feel strongly that a “re-vote” is

necessary, a reconsideration motion is the only proper way for the EAA Board to revisit this action, which would have to be made at the next regularly scheduled Board meeting. The procedure for a Motion to Reconsider is found in Chpt IX, Rule 37 of Roberts Rules revised (10th edition). Note, however, that while the Motion to Reconsider may be made in open session, if the Board adopts the Reconsideration Motion, as a personnel matter it must be taken up in closed session. 4. Request for a “full Board meeting . . .with the membership present”: I will pass this request on to Board President Saturday Aisuan. The EAA Board President alone has the authority / discretion to call for additional Board meetings beyond the regularly scheduled monthly Board meetings. 5. “Add. . . charges and my official complaint to the agenda .. .”: I assume this request is related to your 4th request regarding a “full Board meeting”. To repeat, the procedures for disciplinary actions (charges to be brought against an EAA member) are set forth in By-Law XV. The agenda of any Board meeting called by the Board President will be prepared by the Board President in consultation with the Board Secretary, as always. I hope that this information responds, at least in part, to your complaint letter.

In solidarity, Michael F Davies Interim Executive Director, EAA

ENGINEERS

AND ARCHITECTS

ASSOCIATION

CONSTITUTION Article I.

Name and Location

1. This organization shall be known as the Engineers and Architects Association / Los Angeles, hereinafter called the “Union”. 2. The principal business office of the Union shall be within the County of Los Angeles as determined by the Board of Governors, hereinafter called the “Board”. Article II.

Constitution and By-Laws

This Constitution and attached By-Laws shall regulate the operation of the Union and shall supersede any and all previous such documents. Article III.

Objectives

1. To advance the economic, professional and community status of its members. 2. To promote and achieve improved conditions of employment, benefits and compensation for its members through lawful and ethical applications of collective bargaining and other recognized means of social redress. 3. To encourage all workers, without regard to race, religion, creed, color, sex, sexual orientation, age, physical handicap, national origin, or ancestry to share equally in the full benefits of union membership Article IV. 1.

2. 3. 4.

Membership in the Union shall be limited to : Persons employed in the Municipal, county, State and Federal governments, like political governmental divisions whose principal places of employment are located in the State of California, and other such entities as the Board deems appropriate. A member shall be a person whose voluntary dues are not in arrears more than one calendar month. A member in good standing is a member, defined in Article IV Sec. 2, who has had none of his or her privileges of union membership revoked or suspended by disciplinary action of the Board. The Board may establish special membership categories as deemed appropriate. These associate members shall have no voting privileges (By-Law II, Sec. 2)

Article V. 1. 2.

Membership

Administration

The Union’s business and fiscal affairs shall be governed by the Board, which shall have complete financial and policy setting authority. The Board shall elect from its members a President and a Vice-President, each from a different jurisdiction, if applicable, and a Secretary-Treasurer or a Secretary and a Treasurer. For purposes of this Constitution and By-Laws, the term “jurisdiction” shall

3. 4.

mean the employing entity with the authority to bargain. The distinct jurisdictions include, but are not limited to, the City of Los Angeles. An Executive Committee composed of at least three Board members including aforementioned officers, shall be constituted to be responsible for monitoring the operations of the Union (By-Law I, Sec. 5) The By-Laws shall set forth all provisions concerning the number of Governors to sit on the Board and the manner of their selection. (By-Law VIII) In order to be eligible to run for, and to hold, any elected office in the Union, a member must be a member in good standing (Article IV, Sec. 3)

Article VI. 1.

The members of the Union shall be members of a bargaining unit defined by the City of Los Angles Employee Relations Board or other appropriate Governmental Agency with the responsibility of administering collective bargaining laws. The term “unit” for purposes of this Constitution and By-Laws shall be synonymous with the bargaining units defined by the City of Los Angeles or other Governmental Agency with the responsibility for administering collective bargaining laws. Each Unit shall have its own Unit Council, hereinafter called the “Council(s)”. (ByLaw VI) It shall be the responsibility of the Board to maintain the integrity and strength of the Union and to encourage maximum membership in each Unit. The minimum membership objective shall be a majority of all eligible employees in each Unit. Representation may be extended to Units as approved by the Board. Each Unit must be comprised of a minimum of one hundred (100) employees to be entitled to a governor’s position on the Board.

2. 3. 4.

Article VII. 1. 2. 3.

Representation

Meetings

The Board shall meet at least once a month. A majority of the Board shall constitute a quorum. The Board shall call at least one general membership meeting per year at such time and place as the Board shall direct. A minimum of ten (10) days written notice shall be given to the membership. Special meeting notices will state the business to be transacted. No other business will be considered. Special meetings of the Union : a. May be called by the Board on a minimum of ten (10) days written notice to the membership. b. Shall be called by the Secretary on the written request of one hundred (100) members on a minimum of ten (10) days written notice to the membership. c. For individual Units, shall be called by the secretary on the request of one hundred (100) Unit members on a minimum of ten (10) days written notice. For Units comprised of fewer than two hundred (200) members, a meeting shall be called on the written request of fifty percent (50%) of the members on a minimum of ten (10) days written notice. d. May be called by the President only in case of emergency and when time is too limited to obtain the consent of the Board.

The membership of each Unit may meet as determined necessary by the respective Unit Council and approved by the Board.

Article VIII.

Amendments

Proposed amendments to the Constitution may be submitted to the membership in writing by: 1. Board action requiring three-fourths vote of those Board members qualified to vote; or 2. Petition presented to the Board and signed by at least fifteen percent (15%) of the voluntary dues paying members of the Union requesting ratification The adoption of said amendment shall require an affirmative vote of two-thirds of the votes cast. The voting shall be by mail ballot and shall be supervised by the Boardâ&#x20AC;&#x2122;s Election Committee. Voting shall be at the next regularly scheduled election, or at a special election authorized by a three fourths (3/4) affirmative vote of all Board members.